0001781870-22-000003 Sample Contracts

ADMINISTRATION AGREEMENT
Administration Agreement • March 9th, 2022 • New Mountain Guardian III BDC, L.L.C. • New York

This ADMINISTRATION AGREEMENT (“Agreement”) is made as of February 16, 2022 by and between New Mountain Guardian III BDC, L.L.C., a Delaware limited liability company (the “Fund”) and New Mountain Finance Administration, L.L.C., a Delaware limited liability company (the “Administrator”). The Fund and the Administrator are sometimes referred to herein separately as a "party" and collectively as the "parties".

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DESCRIPTION OF SECURITIES
Limited Liability Company Agreement • March 9th, 2022 • New Mountain Guardian III BDC, L.L.C.

The following description is based on relevant portions of the Delaware Limited Liability Company Act and on our Limited Liability Company Agreement. This summary is not necessarily complete, and we refer you to the Limited Liability Company Agreement, as amended and restated on July 22, 2021 (the "Third A&R LLC Agreement") for a more detailed description of the provisions summarized below.

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