CUSTODY AGREEMENT dated as of June 30, 2021 by and between Golub Capital Direct Lending LLC (“Company”) and Deutsche Bank Trust Company Americas (“Custodian”)Custody Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC • New York
THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of June 30, 2021 and is by and between Golub Capital Direct Lending LLC (and any successor or permitted assign, including Golub Capital Direct Lending Corporation following its conversion to a Maryland corporation, the “Company”), a non-diversified, closed-end management investment company that intends to elect to do business as a business development company, having its principal place of business at 200 Park Avenue, 25th Floor, New York, New York 10166, and Deutsche Bank Trust Company Americas (or any successor or permitted assign acting as custodian hereunder, the “Custodian”), a New York banking corporation having a place of business at c/o Deutsche Bank National Trust Company, 1761 East St. Andrew Place, Santa Ana, California 92705.
GOLUB CAPITAL DIRECT LENDING CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC • Maryland
THE SHARES OF GOLUB CAPITAL DIRECT LENDING CORPORATION HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT, OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATES OR OTHER JURISDICTIONS, AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH LAWS. THE SHARES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND SUCH LAWS PURSUANT TO REGISTRATION, QUALIFICATION OR EXEMPTION THEREFROM. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR BY ANY STATE OR OTHER SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS, AND ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
INVESTMENT ADVISORY AGREEMENT BETWEEN Golub Capital Direct Lending Corporation AND GC ADVISORS LLCInvestment Advisory Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC • New York
This Investment Advisory Agreement (this “Agreement”) made effective as of this 1st day of July 2021 (the “Effective Date”), by and between GOLUB CAPITAL DIRECT LENDING CORPORATION, a Maryland corporation (the “Corporation”), and GC ADVISORS LLC, a Delaware limited liability company (the “Adviser”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of the date hereof, by and between Golub Capital LLC, a Delaware limited liability company (the “Licensor”), and Golub Capital Direct Lending Corporation, a corporation organized under the laws of the State of Maryland (the “Licensee”) (each a “party,” and collectively, the “parties”).
REVOLVING LOAN AGREEMENT Dated as of July 1, 2021Revolving Loan Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC • New York
Golub Capital Direct Lending Corporation, a Maryland corporation (the “Borrower”), and GC Advisors LLC, a Delaware limited liability company (the “Lender”), agree as follows (with capitalized terms not otherwise defined herein having the meanings ascribed to them in Section 17):
Golub Capital Direct Lending CorporationInvestment Advisory Agreement • June 30th, 2021 • Golub Capital Direct Lending LLC
ADMINISTRATION AGREEMENTAgreement • June 30th, 2021 • Golub Capital Direct Lending LLC • New York
AGREEMENT (this “Agreement”) made as of this 1st day of July 2021, by and between Golub Capital Direct Lending Corporation, a Maryland corporation (hereinafter referred to as the “Company”), and Golub Capital LLC, a Delaware limited liability company (the “Administrator”).
