Master Custodian AgreementMaster Custodian Agreement • May 10th, 2021 • Barings Private Credit LLC • Massachusetts
This Agreement is made as of August 2, 2018 by and among each management investment company identified on Appendix A hereto (each such investment company and each management investment company made subject to this Agreement in accordance with Section 19.5 below, shall hereinafter be referred to as a “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
BARINGS PRIVATE CREDIT CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • May 10th, 2021 • Barings Private Credit LLC • Maryland
THE SHARES OF BARINGS PRIVATE CREDIT 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. IN ADDITION, THE SHARES ARE SUBJECT TO THE CONTRACTUAL RESTRICTIONS ON RESALES DESCRIBED IN THIS SUBSCRIPTION AGREEMENT. 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
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • May 10th, 2021 • Barings Private Credit LLC • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into effective as of [●], 20[●] (the “Effective Date”), by and between Barings Private Credit Corporation, a Maryland corporation (collectively, with its affiliates and subsidiaries, the “Company”), and ______________ (“Indemnitee”).
ADMINISTRATION AGREEMENTAdministration Agreement • May 10th, 2021 • Barings Private Credit LLC • New York
This ADMINISTRATION AGREEMENT (this “Agreement”) is made as of May [●], 2021 by and between Barings Private Credit Corporation, a Maryland corporation (the “Company”), and Barings LLC, a Delaware limited liability company (the “Administrator”).
INVESTMENT ADVISORY AGREEMENT BETWEEN BARINGS PRIVATE CREDIT CORPORATION AND BARINGS LLCInvestment Advisory Agreement • May 10th, 2021 • Barings Private Credit LLC • New York
This INVESTMENT ADVISORY AGREEMENT (this “Agreement”), dated as of May [•], 2021 (the “Initial Effective Date”), is between Barings Private Credit Corporation, a Maryland corporation (the “Company”), and Barings LLC, a Delaware limited liability company (the “Adviser”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • May 10th, 2021 • Barings Private Credit LLC • Maryland
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of [●], 2021 (the “Effective Date”), by and between Barings LLC, a Delaware limited liability company (“Licensor”), and Barings Private Credit Corporation, a Maryland corporation (“Licensee”) (each a “party,” and collectively, the “parties”).
Barings LLC and Baring International Investment Limited and Barings Private Credit Corporation SUB-ADVISORY AGREEMENT IN RESPECT OF BARINGS PRIVATE CREDIT CORPORATIONSub-Advisory Agreement • May 10th, 2021 • Barings Private Credit LLC
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • May 10th, 2021 • Barings Private Credit LLC • North Carolina
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this [●] day of [●], 2021, by and between Barings Private Credit Corporation, a Maryland corporation (the “Fund”), and Barings LLC, a Delaware limited liability company (the “Adviser”).
