INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This AGREEMENT is made this 27th day of May, 2021, by and among Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”), Cliffwater LLC, a Delaware limited liability company (the “Investment Manager”), and Crescent Capital Group LP, a Delaware limited partnership (the “Sub-Adviser”).
CLIFFWATER CORPORATE LENDING FUND AMENDED AND RESTATED BY-LAWSCliffwater Corporate Lending Fund • March 29th, 2022
These Amended and Restated By-laws (the “By-laws”) of the Cliffwater Corporate Lending Fund (the “Trust”), a Delaware statutory trust, are subject to the Trust’s Amended and Restated Agreement and Declaration of Trust dated September 15, 2021, as from time to time amended, supplemented or restated (the “Trust Instrument”). Capitalized terms used herein which are defined in the Trust Instrument are used as therein defined.
EXHIBIT B FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of August 20, 2021, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Barings Private Credit Corporation, a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of July 30, 2021, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Owl Rock Core Income Corp. a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
JOINT INSURED BOND AGREEMENTJoint Insured Bond Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated as of this _13th___ day of ____May__________, 2021, by and between Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (each a “Fund” and together, the “Funds”).
JOINT LIABILITY INSURANCE AGREEMENTJoint Liability Insurance Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated the 13th day of July, 2021 between the Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (collectively, the “Funds” and individually, a “Fund”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of February 25, 2022, and effective as of January 21, 2021 (the “Effective Date”), is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Barings Capital Investment Corporation, a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of September 24, 2021, is between Cliffwater Corporate Lending Fund, a trust organized under the laws of Delaware (the “Acquiring Fund”), and Golub Capital Direct Lending Corporation a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
CLIFFWATER CORPORATE LENDING FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated: September 15, 2021Cliffwater Corporate • March 29th, 2022 • Cliffwater Corporate Lending Fund
AMENDMENT AGREEMENTAmendment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Wisconsin
THIS AMENDMENT AGREEMENT (this “Amendment”) is effective as of this 1st day of September, 2021, by and between Cliffwater Corporate Lending Fund, a Delaware statutory trust (“Cliffwater”) and UMB Fund Services, Inc., a Wisconsin corporation (“UMBFS”).
Distribution AgreementDistribution Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund
THIS DISTRIBUTION AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Foreside Fund Services, LLC (the “Distributor”) and Cliffwater Corporate Lending Fund (“Fund Company”).
SELLING GROUP MEMBER AGREEMENTSelling Group Member Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
As the distributor of the shares of beneficial interest (“Shares”) of Cliffwater Corporate Lending Fund (“Fund”), a closed-end “interval” investment company operated in accordance with Rule 23c-3 under the Investment Company Act of 1940, as amended (the “1940 Act”), Foreside Fund Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the intermediary executing this agreement, including its associated persons.
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of March 9, 2022, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and TCW Direct Lending VIII LLC, a limited liability company organized under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FORESIDE FUND SERVICES, LLC DEALER AGREEMENTDealer Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
As the distributor of the shares of beneficial interest (“Shares”) of the Cliffwater Corporate Lending Fund (the “Fund”), a closed-end “interval” investment company operated in accordance with Rule 23c-3 under the Investment Company Act of 1940, as amended (the “1940 Act”), Foreside Fund Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words and “Dealer” refer to the dealer executing this agreement, including its “associated persons,” as such term is defined under applicable rules of the Financial Industry Regulatory Authority (“FINRA”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of February 25, 2021, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and New Mountain Guardian III BDC, L.L.C., a limited liability company organized under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
