0001193125-19-184337 Sample Contracts

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Dated as of June 21, 2019 as Issuer as Trustee as Custodian SECOND AMENDED AND RESTATED ACCOUNT CONTROL AGREEMENT
Account Control Agreement • June 27th, 2019 • CM Finance Inc • New York

THIS SECOND AMENDED AND RESTATED ACCOUNT CONTROL AGREEMENT (as the same may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this Agreement), dated as of June 21, 2019, is entered into by and between CM FINANCE SPV LTD., a Cayman Islands exempted company incorporated with limited liability under the law of the Cayman Islands (the Issuer) and U.S. BANK NATIONAL ASSOCIATION, as trustee (in such capacity, together with any permitted successors in such capacity, the Trustee) under the Indenture referred to below; and U.S. BANK NATIONAL ASSOCIATION (the Bank), as securities intermediary, bank and custodian (collectively, in such capacities, together with any permitted successors in such capacity, the Custodian).

Contract
Termination Agreement • June 27th, 2019 • CM Finance Inc • New York
Contract
Collateral Administration Agreement • June 27th, 2019 • CM Finance Inc • New York

AMENDMENT AGREEMENT, dated as of June 21, 2019 (this Amendment Agreement), between CM FINANCE SPV LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands, as issuer (the Issuer); CM INVESTMENT PARTNERS LLC, as collateral manager (in such capacity, together with its permitted successors and assigns under the Indenture, the Collateral Manager); and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as collateral administrator (in such capacity, together with its permitted successors and assigns under the Collateral Administration Agreement (as defined below), the Collateral Administrator).

Global Master Repurchase Agreement
Global Master Repurchase Agreement • June 27th, 2019 • CM Finance Inc • England
Contract
Contribution Agreement • June 27th, 2019 • CM Finance Inc • New York

CONTRIBUTION AGREEMENT, dated as of June 21, 2019 (this Agreement), between CM FINANCE INC., a corporation incorporated under the law of the State of Maryland and sole shareholder (the Sole Shareholder) of CM Finance SPV Ltd., and CM FINANCE SPV LTD. (the Issuer).

Class A-2 Notes Subscription Agreement
Class a-2 Notes Subscription Agreement • June 27th, 2019 • CM Finance Inc • New York

Subject to the terms and conditions set forth herein and in the Indenture, the Issuer proposes to issue and sell the Subject Notes to the undersigned (the “Investor”), and the Investor proposes to purchase the Subject Notes from the Issuer, on a private placement basis pursuant to an exemption under Section 4(a)(2) of the United States Securities Act of 1933, as amended (the “Securities Act”).

CLASS A-2 NOTE PLACEMENT AGENCY AGREEMENT (this Agreement)
Class a-2 Note Placement Agency Agreement • June 27th, 2019 • CM Finance Inc • New York
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