FORM OF CUSTODIAN AGREEMENTForm of Custodian Agreement • April 20th, 2010 • THL Credit, Inc. • Massachusetts
This Agreement, dated as of April , 2010, is between THL CREDIT, INC., a corporation organized and existing under the laws of the State of Delaware (the “Fund”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
ADMINISTRATION AGREEMENTAdministration Agreement • April 20th, 2010 • THL Credit, Inc. • New York
AGREEMENT (this “Agreement”) made as of July 23, 2009 by and between THL Credit, Inc., a Delaware corporation (hereinafter referred to as the “Corporation”), and THL Credit Advisors LLC, a Delaware limited liability company (hereinafter referred to as the “Administrator”).
FORM OF SUBSCRIPTION AGREEMENTForm of Subscription Agreement • April 20th, 2010 • THL Credit, Inc. • Massachusetts
THIS SUBSCRIPTION AGREEMENT is entered into as of the day of April, 2010, by and between THL Credit, Inc., a corporation organized and existing under the laws of Delaware (the “Corporation”) and THL Credit Partners BDC Holdings, L.P. (the “Purchaser”).
LICENSE AGREEMENTLicense Agreement • April 20th, 2010 • THL Credit, Inc. • Massachusetts
This License Agreement (“Agreement”) is entered into effective as of September 15, 2009 (“Effective Date”) between, on the one hand, Thomas H. Lee Partners, L.P. (“Licensor”), a Delaware limited partnership with its principal place of business at 100 Federal Street, Boston, MA 02110, and, on the other, THL Credit, Inc., a Delaware corporation with its principal place of business at 100 Federal Street, Boston, MA 02110, and THL Credit Advisors LLC, a Delaware limited liability company with its principal place of business located at 100 Federal Street, Boston, MA 02110 (THL Credit, Inc. and THL Credit Advisors LLC are each a “Licensee” and are collectively “Licensees”), as follows:
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • April 20th, 2010 • THL Credit, Inc. • Massachusetts
AGREEMENT, dated as of April 1, 2010, between THL Credit, Inc., a Delaware corporation (the “Corporation”), and THL Credit Advisors LLC (the “Advisor”), a Delaware limited liability company.
SUBSCRIPTION AGREEMENTSubscription Agreement • April 20th, 2010 • THL Credit, Inc.
THIS SUBSCRIPTION AGREEMENT is entered into as of the 22nd day of July, 2009, between THL Credit, Inc., a corporation organized and existing under the laws of Delaware (the “Corporation”) and THL Credit Opportunities, L.P. (the “Purchaser”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • April 20th, 2010 • THL Credit, Inc.
This PURCHASE AND SALE AGREEMENT (this “Agreement”), is made and entered into by and among THL Credit Opportunities, L.P., a Delaware limited partnership (“Seller”), THL Credit, Inc., a Delaware corporation (“Buyer”), and THL Credit Partners BDC Holdings, L.P., a Delaware limited partnership (the “Recipient”) and, together with Buyer and Seller, the “Parties”). This Agreement shall be effective as of April 20, 2010.
FORM OF SUB-ADMINISTRATION AGREEMENTForm of Sub-Administration Agreement • April 20th, 2010 • THL Credit, Inc. • Massachusetts
This Sub-Administration Agreement (“Agreement”) dated and effective as of April , 2010, is by and among State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), THL Credit, Inc. (the “Company”), and THL Credit Advisors LLC, a Delaware limited liability company (the “Administrator”).
THL CREDIT, INC. (a Delaware corporation) [ ] Shares of Common Stock FORM OF PURCHASE AGREEMENTForm of Purchase Agreement • April 20th, 2010 • THL Credit, Inc. • New York
THL Credit, Inc. (the “Company”) and THL Credit Advisors LLC, a Delaware limited liability company (“THL Advisors” or the “Advisor”; and, together with the Company, the “THL Entities”), confirm their respective agreements with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, Citigroup Global Markets Inc. and Deutsche Bank Securities Inc. are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.001 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant
