Exhibit D-2 definition

Exhibit D-2. Domestic Tranche A-1 Note

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Exhibit D-2. [Reserved] EXHIBIT E: Collateral Account Assignment EXHIBIT F: Assignment and Assumption Agreement EXHIBIT G: Compliance Certificate EXHIBIT H: Borrowing Base Certificate EXHIBIT I: [Reserved] EXHIBIT J: Facility Extension Request EXHIBIT K: Lender Group Joinder Agreement EXHIBIT L: Qualified Borrower Joinder Agreement EXHIBIT M: U.S. Tax Compliance Certificates EXHIBIT N: Request for Letter of Credit EXHIBIT O: [Reserved] EXHIBIT P: Prepayment Notice This THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (together with all amendments and modifications hereof and supplements and attachments hereto, this “Credit Agreement”) is dated as of April 10, 2017 by and among TCW DIRECT LENDING LLC, a Delaware limited liability company (“Borrower”), NATIXIS, NEW YORK BRANCH (in its individual capacity, “Natixis”), as administrative agent for the Lenders (together with any successor appointed pursuant to Article 12 below, the “Administrative Agent”), and the Committed Lenders, Conduit Lenders, Funding Agents and other Borrower Parties from time to time party hereto (each capitalized term not defined is defined below). Borrower, Administrative Agent, the Lenders named therein, and certain other Persons are parties to that certain Revolving Credit Agreement dated as of November 12, 2014, as amended and restated by that certain Amended and Restated Revolving Credit Agreement dated as of December 22, 2014, and as further amended and restated by that certain Second Amended and Restated Revolving Credit Agreement dated as of July 1, 2015, pursuant to which Lenders have provided to Borrower a revolving credit facility on the terms stated therein (as so amended and supplemented from time to time prior to the date hereof, the “Original Credit Agreement”); ▇▇▇▇▇▇▇▇, Administrative Agent, and ▇▇▇▇▇▇▇ have agreed to make certain changes to the Original Credit Agreement; and Borrower, Administrative Agent, and ▇▇▇▇▇▇▇ desire to amend and restate the Original Credit Agreement pursuant to this Credit Agreement in order to effect such changes.

Exhibit D-2. Declaration As to Date of Delivery And Acceptance of Possession of Alternate Expansion Space One Attached to and made a part of the Lease, dated the ___________ day of ____________, 19__, entered into by and between Greystone Square 127 Limited Liability Company, a District of Columbia limited liability company, (the "Lessor") and Putnam, Hayes & ▇▇▇▇▇▇▇▇, Inc., a Massachusetts corporation, hereinafter called "Lessee." Lessor and Lessee do hereby declare and evidence that possession of the Expansion Space Two was accepted by Lessee in its "as is" condition on the ________ day of __________, ____. The Lease is now in fall force and effect with regard to Alternate Expansion Space One. For the purpose of this Lease, Alternate Expansion Space One Commencement Date is established as beginning on the _________________ day of ________________, ________. As of the date of delivery and acceptance of possession of the Expansion Space Two as herein set forth, there is no right of set off against rents claimed by Lessee against Lessor. Lessee, if a corporation, states that its registered agent in the District of Columbia is _________________________, having an address at _________________________________________, and that it is a corporation in good standing in the District of Columbia. [Signatures appear on immediately following pages.]

Examples of Exhibit D-2 in a sentence

• The creation of any Custodial Account shall be evidenced by a certification in the form of Exhibit D-1 hereto, in the case of an account established with the Company, or by a letter agreement in the form of Exhibit D-2 hereto, in the case of an account held by a depository other than the Company.

• Not later than the Reporting Date of each month, the Servicer shall furnish to the Master Servicer a monthly remittance advice, with a trial balance report attached thereto, in the form of Exhibit D-1 annexed hereto, together with a delinquency report in the form of Exhibit D-2 annexed hereto, in hard copy and electronic medium mutually acceptable to the parties as to the period ending on the Record Date in the preceding calendar month.

• Each such Borrowing Notice shall specify the amount of the borrowing and the date of borrowing, and shall be in the form of Exhibit D-2, with appropriate insertions.

• The creation of any Custodial Account shall be evidenced by a certification in the form of Exhibit D-1 hereto, in the case of an account established with the Seller, or by a letter agreement in the form of Exhibit D-2 hereto, in the case of an account held by a depository other than the Seller.

• In connection with the Form 10-K Certification, the Indenture Trustee shall provide the Servicer with a back-up certification substantially in the form attached hereto as Exhibit D-2.

• This Exhibit D-2 describes the methodology for computing Transmission Curtailment Credit Value.

• The information required by Exhibit D-2 is limited to that which is readily available to the Company and is mutually agreed to by the Company and Master Servicer.

• Promptly after its receipt of a Competitive Bid Request that is not rejected, the Administrative Agent shall by telecopy in the form set forth in Exhibit D-2 invite the Lenders to bid to make Competitive Loans pursuant to the Competitive Bid Request.

• For purposes of this Exhibit D-2, “Benchmark Capacity” is defined as the highest Hourly Power Output, not to exceed Firm Contract Capacity, during the first 24-hour period which precedes the curtailment notification and does not overlap another Curtailment Period, Maintenance Outage, or Major Overhaul.

• Except as otherwise provided in this Indenture, and in addition to the requirements set forth in the legend referred to in Section 2.6(h)(i) below, in connection with any transfer of Transfer Restricted Securities any request for transfer shall be accompanied by a certification to the Trustee relating to the manner of such transfer substantially in the form of Exhibit D(2) hereto.

More Definitions of Exhibit D-2

Exhibit D-2. Standard File Layout - Scheduled/Scheduled ---------------------------------------------------------------------------------------------------------------------- Column Name Description Decimal Format Comment Max Size ---------------------------------------------------------------------------------------------------------------------- SER_INVESTOR_NBR A value assigned by the Servicer to Text up to 10 digits 20 define a group of loans. ---------------------------------------------------------------------------------------------------------------------- LOAN_NBR A unique identifier assigned to each loan Text up to 10 digits 10 by the investor. ---------------------------------------------------------------------------------------------------------------------- SERVICER_LOAN_NBR A unique number assigned to a loan by the Text up to 10 digits 10 Servicer. This may be different than the LOAN_NBR. ---------------------------------------------------------------------------------------------------------------------- BORROWER_NAME The borrower name as received in the Maximum length of 30 (Last, 30 file. It is not separated by first and First) last name. ---------------------------------------------------------------------------------------------------------------------- SCHED_PAY_AMT Scheduled monthly principal and scheduled 2 No commas(,) or dollar signs 11 interest payment that a borrower is ($) expected to pay, P&I constant. ----------------------------------------------------------------------------------------------------------------------

Exhibit D-2. Standard File Layout - Scheduled/Scheduled Column Name Description Decimal Format Comment Max Size SER_INVESTOR_NBR A value assigned by the Servicer to Text up to 10 digits 20 define a group of loans. LOAN_NBR A unique identifier assigned to each loan Text up to 10 digits 10 by the investor. SERVICER_LOAN_NBR A unique number assigned to a loan by the Text up to 10 digits 10 Servicer. This may be different than the LOAN_NBR. BORROWER_NAME The borrower name as received in the Maximum length of 30 (Last, 30 file. It is not separated by first and First) last name. SCHED_PAY_AMT Scheduled monthly principal and scheduled 2 No commas(,) or dollar signs 11 interest payment that a borrower is ($) expected to pay, P&I constant.

Exhibit D-2. Form of Temporary Global Class D Note Exhibit D-3: Form of Permanent Global Class D Note Exhibit E-1: Form of Restricted Global Class R Note Exhibit E-2: Form of Temporary Global Class R Note Exhibit E-3: Form of Permanent Global Class R Note Exhibit F: Form of Series 2017-2 Demand Note Exhibit G-1: Form of Class A/B/C Letter of Credit Exhibit G-2: Form of Class D Letter of Credit Exhibit H: Form of Lease Payment Deficit Notice Exhibit I: Form of Demand Notice Exhibit J-1: Class A/B/C Form of Supplemental Indenture No. 4 to the Base Indenture Exhibit J-2: Class D Form of Supplemental Indenture No. 4 to the Base Indenture Exhibit K-1: Class A/B/C Form of Amendment to the AESOP I Operating Lease Exhibit K-2: Class D Form of Amendment to the AESOP I Operating Lease Exhibit L-1: Class A/B/C Form of Amendment to the Finance Lease Exhibit L-2: Class D Form of Amendment to the Finance Lease Exhibit M-1: Class A/B/C Form of Amendment to the AESOP I Operating Lease Loan Agreement Exhibit M-2: Class D Form of Amendment to the AESOP I Operating Lease Loan Agreement Exhibit N-1: Class A/B/C Form of Amendment to the AESOP I Finance Lease Loan Agreement Exhibit N-2: Class D Form of Amendment to the AESOP I Finance Lease Loan Agreement Exhibit O: Form of Amendment to the AESOP II Operating Lease Loan Agreement Exhibit P: Form of Amendment to the Master Exchange Agreement Exhibit Q: Form of Amendment to the Escrow Agreement Exhibit R: Form of Amendment to the Administration Agreement

Exhibit D-2. [Reserved] EXHIBIT E: Collateral Account Assignment EXHIBIT F: Assignment and Assumption Agreement EXHIBIT G: Compliance Certificate EXHIBIT H: Borrowing Base Certificate EXHIBIT IJ: Facility IncreaseExtension Request EXHIBIT J: [Reserved]