0001144204-17-018929 Sample Contracts

CREDIT AND SECURITY AGREEMENT
Credit and Security Agreement • April 4th, 2017 • CION Investment Corp • New York

CREDIT AND SECURITY AGREEMENT, dated as of March 29, 2017, by and among FLATIRON FUNDING II, LLC, a Delaware limited liability company, as borrower (the “Borrower”), CION Investment Management, LLC, a Delaware limited liability company, in its capacity as Collateral Manager, CION INVESTMENT CORPORATION, a Maryland corporation, in its capacity as Equityholder, the LENDERS from time to time party hereto, CITIBANK, N.A. (“Citibank”), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Administrative Agent”), and U.S. Bank National Association, as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”), as collateral custodian for the Secured Parties (in such capacity, the “Custodian”), and as collateral administrator (in such capacity, the “Collateral Administrator”).

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ACCOUNT CONTROL AGREEMENT
Account Control Agreement • April 4th, 2017 • CION Investment Corp • New York

ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of March 29, 2017, among Flatiron Funding II, LLC, as pledgor (the “Pledgor”), U.S. BANK NATIONAL ASSOCIATION, as Collateral Agent for the Secured Parties to the Credit Agreement defined below (in such capacity, the “Secured Party”), U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary (in such capacity, the “Securities Intermediary”), and CION Investment Management, LLC (the “Collateral Manager”).

MASTER PARTICIPATION AND ASSIGNMENT AGREEMENT
Master Participation and Assignment Agreement • April 4th, 2017 • CION Investment Corp • New York

Master Participation and Assignment Agreement (this “Agreement”) dated as of March 29, 2017 between 15TH STREET LOAN FUNDING LLC, a Delaware limited liability company (the “Transferor”), and Flatiron Funding II, LLC, a Delaware limited liability company (the “Transferee”).

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