Trimaran Advisors, L.L.C. letterhead]Employment Agreement • March 1st, 2012 • Kohlberg Capital CORP
This letter (the “Agreement”) will confirm our offer to you of employment with Trimaran Advisors, L.L.C. (the “Company”), under the terms and conditions that follow.
ESCROW AGREEMENT BETWEEN COMMODORE HOLDINGS, L.L.C., HBK CARAVELLE, L.L.C. TRIMARAN FUND MANAGEMENT, LLC THE SELLERS’ REPRESENTATIVE NAMED HEREIN AND THE BANK OF NEW YORK MELLON DATED AS OF FEBRUARY 29, 2012 ACCOUNT...Escrow Agreement • March 1st, 2012 • Kohlberg Capital CORP • New York
ESCROW AGREEMENT made this 29th day of February, 2012 by and among THE BANK OF NEW YORK MELLON (“Escrow Agent”), COMMODORE HOLDINGS, L.L.C., a Delaware limited liability company (“Buyer”), TRIMARAN FUND MANAGEMENT, LLC, a Delaware limited liability company (“TFM”) and HBK CARAVELLE, L.L.C., a Delaware limited liability company (together with TFM, each a “Seller” and, collectively, the “Sellers”) and the Sellers’ Representative (as defined below).
PURCHASE AND SALE AGREEMENT BY AND AMONG KOHLBERG CAPITAL CORPORATION Commodore Holdings, L.L.C. Trimaran Advisors, L.L.C. HBK CARAVELLE, L.L.C. TRIMARAN FUND MANAGEMENT, L.L.C. Jay R. Bloom AND Dean C. Kehler Dated as of February 29, 2012Purchase and Sale Agreement • March 1st, 2012 • Kohlberg Capital CORP • New York
THIS PURCHASE AND SALE AGREEMENT is made and entered into as of February 29, 2012 (the “Agreement”) by and among Kohlberg Capital Corporation, a Delaware corporation (“KCAP”), Commodore Holdings, L.L.C. , a Delaware limited liability company (“Buyer”), Trimaran Advisors, L.L.C., a Delaware limited liability company (the “Company”), Jay R. Bloom and Dean C. Kehler (each, a “Principal” and, collectively, the “Principals”), HBK Caravelle, L.L.C., a Delaware limited liability company (“HBK”) and Trimaran Fund Management, L.L.C., a Delaware limited liability company (“TFM” and, together with HBK, each a “Seller” and, collectively, the “Sellers”).
COLLATERAL ADMINISTRATION AGREEMENTCollateral Administration Agreement • March 1st, 2012 • Kohlberg Capital CORP • New York
This COLLATERAL ADMINISTRATION AGREEMENT (this “Agreement”) dated as of February 24, 2012 is made by and among KCAP Funding (the “Issuer”), Kohlberg Capital Corporation (“Kohlberg”), in its capacity as portfolio manager (the “Portfolio Manager”), Credit Suisse AG, Cayman Islands (“CS”), in its capacity as Senior Commitment Party (as defined in the Note Purchase Agreement (as defined below)) and The Bank of New York Mellon Trust Company, National Association (the “Bank”), in its capacities as Collateral Administrator (the “Collateral Administrator”) and Collateral Agent (the “Collateral Agent”). Capitalized terms not otherwise defined in this Agreement shall have the meanings set forth in the Note Purchase Agreement.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 1st, 2012 • Kohlberg Capital CORP • New York
This NOTE PURCHASE AGREEMENT (as it may be amended from time to time, the “Agreement”) dated as of February 24, 2012 (the “Effective Date”) is entered into by and among Kohlberg Capital Corporation, in its capacity as Junior Noteholder (as defined herein), Kohlberg Capital Corporation, in its capacity as portfolio manager under this agreement (the “Portfolio Manager”), Credit Suisse AG, Cayman Islands Branch (“CS”), in its capacities as Senior Commitment Party and Senior Noteholder (each, as defined herein), Credit Suisse Securities (USA) LLC (the “Arranger”), KCAP Funding (the “Issuer”) and The Bank of New York Mellon Trust Company, National Association (the “Bank”), in its capacities as Collateral Administrator and Collateral Agent (each, as defined herein).
