SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of May 18, 2016 among BRYN MAWR FUNDING LLC, as Borrower The LENDERS Party Hereto and BARCLAYS BANK PLC, as Administrative AgentSenior Secured Revolving Credit Agreement • May 24th, 2016 • FS Energy & Power Fund • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of May 18, 2016 (this “Agreement”), among BRYN MAWR FUNDING LLC, a Delaware limited liability company (the “Borrower”), the LENDERS party hereto, and BARCLAYS BANK PLC, as Administrative Agent.
GUARANTEE, PLEDGE AND SECURITY AGREEMENT dated as of May 18, 2016 among BRYN MAWR FUNDING LLC, as Borrower The SUBSIDIARY GUARANTORS Party Hereto BARCLAYS BANK PLC, as Revolving Administrative Agent and BARCLAYS BANK PLC, as Collateral AgentGuarantee, Pledge and Security Agreement • May 24th, 2016 • FS Energy & Power Fund • New York
GUARANTEE, PLEDGE AND SECURITY AGREEMENT, dated as of May 18, 2016 (as amended, supplemented, or otherwise modified from time to time, this “Agreement”), among Bryn Mawr Funding LLC, a limited liability company duly organized and validly existing under the laws of the State of Delaware (the “Borrower”), each entity that becomes a “SUBSIDIARY GUARANTOR” after the date hereof pursuant to Section 6.05 hereof (collectively, the “Subsidiary Guarantors” and, together with the Borrower, the “Obligors”), BARCLAYS BANK PLC (“Barclays”), as administrative agent for the parties defined as “Lenders” under the Revolving Credit Facility referred to below (in such capacity, together with its successors in such capacity, the “Revolving Administrative Agent”) and Barclays, as collateral agent for the Secured Parties hereinafter referred to (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
CONTROL AGREEMENTControl Agreement • May 24th, 2016 • FS Energy & Power Fund • New York
This Control Agreement (this “Agreement”), dated May 18, 2016, is by and among Bryn Mawr Funding LLC (the “Borrower”), each subsidiary of the Borrower that becomes a party hereto by executing a joinder to this Agreement (together with the Borrower, each a “Company” and, collectively, the “Companies”), Barclays Bank PLC, as collateral agent for the Lenders (as defined below) and certain other secured parties (in such capacity, including any successor in such capacity, the “Agent”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
INVESTMENT MANAGEMENT AGREEMENT dated as of May 18, 2016 BY AND BETWEEN BRYN MAWR FUNDING LLC, a Delaware limited liability company AND FS ENERGY AND POWER FUND a Delaware statutory trustInvestment Management Agreement • May 24th, 2016 • FS Energy & Power Fund • New York
This Investment Management Agreement (the “Agreement”), dated as of May 18, 2016 is made by and between BRYN MAWR FUNDING LLC (the “Company”), a Delaware limited liability company, and FS ENERGY AND POWER FUND (the “Investment Manager”), a Delaware statutory trust. Unless otherwise specified, capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to them in the Limited Liability Company Agreement of the Company dated as of the date hereof (as the same may be amended from time to time, the “Operating Agreement”).
GUARANTYGuaranty • May 24th, 2016 • FS Energy & Power Fund • New York
This GUARANTY, dated as of May 18, 2016 (this “Guaranty”), is made and entered into by and between FS ENERGY AND POWER FUND, a Delaware statutory trust (“Guarantor”), and BARCLAYS BANK PLC (“Barclays”), in its capacity as Collateral Agent (in such capacity, “Collateral Agent”) for itself and as representative of Secured Parties under the Guarantee and Security Agreement (each as defined below).
CONTRIBUTION AGREEMENTContribution Agreement • May 24th, 2016 • FS Energy & Power Fund • Delaware
CONTRIBUTION AGREEMENT, dated as of May 18, 2016 (this “Agreement”), by and between FS Energy and Power Fund, a Delaware statutory trust (“FSEP”), and Bryn Mawr Funding LLC, a Delaware limited liability company (“Bryn Mawr”).
PLEDGE AGREEMENTPledge Agreement • May 24th, 2016 • FS Energy & Power Fund • New York
This PLEDGE AGREEMENT, dated as of May 18, 2016 (together with all amendments, modifications, restatements or supplements, if any, from time to time, this “Agreement”) is made and entered into by and between FS ENERGY AND POWER FUND, a Delaware statutory trust (“FSEP” or the “Pledgor”), and BARCLAYS BANK PLC (“Barclays”), as collateral agent for Secured Parties hereinafter referred to (in such capacity, together with its successors in such capacity, the “Collateral Agent”).
