Common use of Company’s Responsibilities and Expenses Payable by the Company Clause in Contracts

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor and not by the Company. In addition to the reimbursements set forth above, the Company will bear all costs and expenses that are incurred in its operations and transactions, including, without limitation, those relating to: (i) “organization and offering expenses” of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12) of the Financial Industrial Regulatory Authority; (ii) calculating the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing services); (iii) fees and expenses, including travel expenses, incurred by the Advisor or payable to third parties, including agents, consultants or other advisors, in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) and, if necessary, enforcing the Company’s rights; (iv) costs and expenses related to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereof; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viii) costs of effecting sales and repurchases of the Company’s Common Stock and other securities, if any; (ix) the Base Management Fee and any Incentive Fee (each as defined below); (x) dividends and other distributions on the Company’s Common Stock; (xi) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto (the “Administrator”) under the Administration Agreement dated as of May 3, 2023 or any successor agreement (the “Administration Agreement”); (xii) fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreements; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xv) the allocated costs incurred by the Administrator in providing managerial assistance to those portfolio companies that request it; (xvi) other expenses incurred by the Advisor, the Administrator, any Sub-Administrator (as defined in the Administration Agreement) or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xvii) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and costs associated with meeting potential sponsors); (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xix) brokerage fees and commissions; (xx) federal, state and local registration fees; including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxi) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) federal, state and local taxes; (xxiii) independent director fees and expenses; (xxiv) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act, applicable U.S. federal and state securities laws, including compliance with the Xxxxxxxx-Xxxxx Act of 2022, as amended (the “Xxxxxxxx-Xxxxx Act”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxv) costs of preparing and filing reports or other documents required by governmental bodies (including the SEC) and any agency administering the securities laws of a state, and the compensation of professionals responsible for the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, including printing costs and the costs of investor relations personnel responsible for the foregoing and related matters; (xxvii) costs of holding Board of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoing; (xxviii) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxi) directors and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxii) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expenses; (xxxiii) direct costs and expenses of administration and operation, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit and legal costs; (xxxiv) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xli) all other expenses reasonably incurred by the Company, the Administrator or any Sub-Administrator in connection with administering the Company’s business, such as the allocable portion of overhead under the Administration Agreement, including rent (if office space is provided by the Administrator) and the Company’s allocable portion of the costs, expenses, compensation and benefits of the Company’s chief compliance officer, chief financial officer, general counsel, secretary and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Plan.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor Adviser, and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall will be provided and paid for by the Advisor Adviser and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all costs and expenses that are incurred in of its operations and transactions, including, including (without limitation, limitation except as noted) those relating to: (i) “organization the Company’s organizational expenses and offering expenses” costs relating to the offering of the Company’s common shares of beneficial interest (“Common Shares”) incurred on or prior to the final closing date on which the Company accepts subscription agreements from shareholders of the Company (the “Final Closing Date”) (collectively, the “Organizational and Offering Costs”) (the amount of Organizational and Offering Costs in excess of 0.15% of the Company’s total capital commitments to be paid by the Adviser; it being understood that to the extent the Company’s total capital commitments later increase, the Adviser or its affiliates may be reimbursed by the Company for past payments of excess Organizational and Offering Costs made on the Company’s behalf provided that the total Organizational and Offering Costs borne by the Company do not exceed 0.15% of total capital commitments and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess Organizational and Offering Costs that were incurred more than three years prior to the proposed reimbursement); the costs associated with this offering, as provided for in Conduct Rule 2310(a)(12) any offerings of the Financial Industrial Regulatory AuthorityCompany’s Common Shares incurred after the Final Closing Date; (ii) the costs associated with any offerings of the Company’s securities other than the Common Shares; calculating individual asset values and the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirms); (iii) fees and expenses, including travel expenses, incurred by the Advisor Adviser, or members of its investment team, or payable to third parties, including agents, consultants or other advisors, in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) companies and, if necessary, expenses of enforcing the Company’s rights; (iv) the base management fee and any incentive fees payable under this Agreement; certain costs and expenses related to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereof; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viii) costs of effecting sales and repurchases of the Company’s Common Stock and other securities, if any; (ix) the Base Management Fee and any Incentive Fee (each as defined below); (x) dividends and other distributions paid on the Company’s Common Stockshares; (xi) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto (the “Administrator”) under the Administration Agreement dated as of May 3, 2023 or any successor administration agreement (the “Administration Agreement”); (xii) fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreements; (xiii) fees payable under between the Company’s Distribution Company and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act Carlyle Global Credit Administration L.L.C. (the “Distribution Administrator”) and Stockholder Servicing Plan”)sub-administration agreements, including related expenses; (xiv) fees debt service and expenses incurred in connection with the services other costs of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodiansborrowings or other financing arrangements; (xv) the allocated costs incurred by the Administrator Adviser in providing managerial assistance to those portfolio companies that request it; (xvi) other expenses incurred by the Advisor, the Administrator, any Sub-Administrator (as defined in the Administration Agreement) or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xvii) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and or holding investments; the costs associated with meeting potential sponsors); (xviii) fees subscriptions to data service, research-related subscriptions and expenses associated with marketing efforts associated with the offer and sale quotation equipment and services used in making or holding investments; transfer agent and custodial fees; costs of the Company’s securities (including attendance at investment conferences hedging; commissions and similar events)other compensation payable to brokers or dealers; (xix) brokerage fees federal and commissions; (xx) federal, state and local registration fees; including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxi) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) U.S. federal, state and local taxes, including any excise taxes; (xxiii) independent director trustee fees and expenses; (xxiv) costs associated with the Company’s reporting of preparing financial statements and compliance obligations under the Investment Company Actmaintaining books and records, applicable U.S. federal and state securities lawscosts of preparing tax returns, including compliance with the costs of Xxxxxxxx-Xxxxx Act of 20222002, as amended (the “Xxxxxxxx-Xxxxx ActXxxxx”), compliance and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxv) attestation and costs of preparing and filing reports or other documents required by governmental bodies with the SEC (or other regulatory bodies), and other reporting and compliance costs, including the SEC) registration and any agency administering the securities laws of a statelisting fees, and the compensation of professionals responsible for the preparation or review of the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, shareholders (including printing and mailing -3- costs), the costs of any shareholders’ meetings and the costs compensation of investor relations personnel responsible for the preparation of the foregoing and related matters; (xxvii) the costs of holding Board specialty and custom software for monitoring risk, compliance and overall portfolio, including any development costs incurred prior to the filing of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoingCompany’s election to be regulated as a BDC; (xxviii) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxi) directors trustees and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxii) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expensespayments; (xxxiii) direct costs fees and expenses of administration and operationassociated with independent audits, including printingagency, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit consulting and legal costs; (xxxiv) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; fees and expenses related to any Liquidity Event and/or Exchange Transaction (xl) costs as such terms are defined in the Company’s private placement memorandum, as amended, restated and/or supplemented as of preparing financial statements and maintaining books and recordsthe date of this Agreement); and (xli) all other expenses reasonably incurred by the Company, either the Administrator or any Sub-Administrator the Company in connection with administering the Company’s its business, such as the allocable portion of overhead including payments under the Administration Agreement, including rent (if office space is provided by Agreement for administrative services that will be equal to an amount that reimburses the Administrator) Administrator for its costs and expenses and the Company’s allocable portion of overhead incurred by the costsAdministrator in performing its obligations under the Administration Agreement, expensesincluding, compensation paid to or compensatory distributions received by its officers (including its Chief Financial Officer and benefits Chief Compliance Officer) and any of their respective staff who provide services to the Company’s chief compliance officer, chief financial officer, general counsel, secretary and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planinternal control assessment.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all other costs and expenses that are incurred in of its operations and transactions, including, without limitation, those relating to: (ia) “initial organization costs incurred prior to the commencement of the Company’s operations (up to an aggregate of $1,500,000, it being understood and offering expenses” agreed that the Advisor shall bear all organizational expenses of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12excess of such amount); (b) operating costs incurred prior to the commencement of the Financial Industrial Regulatory AuthorityCompany’s operations; (iic) calculating the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirm); (iiid) fees and expenses, including travel expenses, incurred by the Advisor or payable to third parties, including agents, consultants or other advisors, parties in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) and, if necessary, enforcing the Company’s rights; (ive) costs and expenses related interest payable on debt, if any, incurred to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to finance the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereofinvestments; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viiif) costs of effecting sales and repurchases of the Company’s Common Stock common stock and other securities, if any; (ixg) the Base Management Fee and any Incentive Fee (each as defined below); (xh) dividends and other distributions on the Company’s Common Stockcommon stock; (xii) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto BSCF Advisors, LP in its capacity as administrator (the “Administrator”) under the Administration Agreement dated as of May 3October 6, 2023 or any successor agreement 2016 (the “Administration Agreement”); (xiij) transfer agent and custody fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreementsand expenses; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xvk) the allocated costs incurred by the Administrator in providing managerial assistance to those portfolio companies that request it; (xvil) other expenses incurred by the Advisor, the Administrator, any Subthe sub-Administrator (as defined in the Administration Agreement) administrator or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xviim) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and costs associated with meeting potential sponsors)investments; (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xixn) brokerage fees and commissions; (xxo) federal, federal and state and local registration fees; including those contemplated by the AIFM Directive or (p) any national private placement regime in any jurisdictionstock exchange listing fees; (xxiq) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) federal, state and local taxes; (xxiiir) independent director fees and expenses; (xxivs) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act, Act and applicable U.S. federal and state securities laws, including compliance with the Xxxxxxxx-Xxxxx Act of 2022, as amended (the “Xxxxxxxx-Xxxxx Act”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxvt) costs of preparing and filing reports or other documents required by governmental bodies (including the SEC) and any agency administering the securities laws of a state, and the compensation of professionals responsible for the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, including printing costs and the costs of investor relations personnel responsible for the foregoing and related matterscosts; (xxviiu) costs of holding Board of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoing; (xxviiiv) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxiw) directors and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxiix) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expenses; (xxxiiiy) direct costs and expenses of administration and operation, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit and legal costs; (xxxivz) fees and expenses associated with marketing efforts; (aa) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xlibb) all other expenses reasonably incurred by the Company, the Administrator or any Subthe sub-Administrator administrator in connection with administering the Company’s business, such as the allocable portion of overhead under the Administration Agreement, including rent (if office space is provided by the Administrator) and the Company’s allocable portion of the costs, expenses, compensation costs and benefits expenses of the Company’s its chief compliance officer, chief financial officer, general counsel, secretary officer and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planstaffs.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all other costs and expenses that are incurred in of its operations and transactions, including, without limitation, those relating to: (ia) “initial organization costs incurred prior to the commencement of the Company’s operations (up to an aggregate of $1,500,000, it being understood and offering expenses” agreed that the Adviser shall bear all organizational expenses of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12excess of such amount); (b) operating costs incurred prior to the commencement of the Financial Industrial Regulatory AuthorityCompany’s operations; (iic) calculating the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirm); (iiid) fees and expenses, including travel expenses, incurred by the Advisor or payable to third parties, including agents, consultants or other advisors, parties in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) and, if necessary, enforcing the Company’s rights; (ive) costs and expenses related interest payable on debt, if any, incurred to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to finance the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereofinvestments; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viiif) costs of effecting sales and repurchases of the Company’s Common Stock common stock and other securities, if any; (ixg) the Base Management Fee and any Incentive Fee (each as defined below); (xh) dividends and other distributions on the Company’s Common Stockcommon stock; (xii) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto BSCF Advisors, LP in its capacity as administrator (the “Administrator”) under the Administration Agreement dated as of May 3October [ ], 2023 or any successor agreement 2016 (the “Administration Agreement”); (xiij) transfer agent and custody fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreementsand expenses; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xvk) the allocated costs incurred by the Administrator in providing managerial assistance to those portfolio companies that request it; (xvil) other expenses incurred by the Advisor, the Administrator, any Subthe sub-Administrator (as defined in the Administration Agreement) administrator or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xviim) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and costs associated with meeting potential sponsors)investments; (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xixn) brokerage fees and commissions; (xxo) federal, federal and state and local registration fees; including those contemplated by the AIFM Directive or (p) any national private placement regime in any jurisdictionstock exchange listing fees; (xxiq) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) federal, state and local taxes; (xxiiir) independent director fees and expenses; (xxivs) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act, Act and applicable U.S. federal and state securities laws, including compliance with the Xxxxxxxx-Xxxxx Act of 2022, as amended (the “Xxxxxxxx-Xxxxx Act”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxvt) costs of preparing and filing reports or other documents required by governmental bodies (including the SEC) and any agency administering the securities laws of a state, and the compensation of professionals responsible for the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, including printing costs and the costs of investor relations personnel responsible for the foregoing and related matterscosts; (xxviiu) costs of holding Board of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoing; (xxviiiv) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxiw) directors and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxiix) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expenses; (xxxiiiy) direct costs and expenses of administration and operation, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit and legal costs; (xxxivz) fees and expenses associated with marketing efforts; (aa) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xlibb) all other expenses reasonably incurred by the Company, the Administrator or any Subthe sub-Administrator administrator in connection with administering the Company’s business, such as the allocable portion of overhead under the Administration Agreement, including rent (if office space is provided by the Administrator) and the Company’s allocable portion of the costs, expenses, compensation costs and benefits expenses of the Company’s its chief compliance officer, chief financial officer, general counsel, secretary officer and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planstaffs.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all other costs and expenses that are incurred in of its operations and transactions, including, without limitation, those relating to: (ia) “initial organization costs incurred prior to the commencement of the Company’s operations (up to an aggregate of $1,500,000, it being understood and offering expenses” agreed that the Adviser shall bear all organizational expenses of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12excess of such amount); (b) operating costs incurred prior to the commencement of the Financial Industrial Regulatory AuthorityCompany’s operations; (iic) calculating the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirm); (iiid) fees and expenses, including travel expenses, incurred by the Advisor or payable to third parties, including agents, consultants or other advisors, parties in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) and, if necessary, enforcing the Company’s rights; (ive) costs and expenses related interest payable on debt, if any, incurred to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to finance the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereofinvestments; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viiif) costs of effecting sales and repurchases of the Company’s Common Stock common stock and other securities, if any; (ixg) the Base Management Fee and any Incentive Fee (each as defined below); (xh) dividends and other distributions on the Company’s Common Stockcommon stock; (xii) administration fees and/or expenses payable to CCAP Administration CBDC Administration, LLC or any successor thereto (the “Administrator”) under the Administration Agreement dated as of May 3June 2, 2023 or any successor agreement 2015 (the “Administration Agreement”); (xiij) transfer agent and custody fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreementsand expenses; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xvk) the allocated costs incurred by the Administrator in providing managerial assistance to those portfolio companies that request it; (xvil) other expenses incurred by the Advisor, the Administrator, any Subthe sub-Administrator (as defined in the Administration Agreement) administrator or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xviim) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and costs associated with meeting potential sponsors)investments; (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xixn) brokerage fees and commissions; (xxo) federal, federal and state and local registration fees; including those contemplated by the AIFM Directive or (p) any national private placement regime in any jurisdictionstock exchange listing fees; (xxiq) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) federal, state and local taxes; (xxiiir) independent director fees and expenses; (xxivs) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act, Act and applicable U.S. federal and state securities laws, including compliance with the Xxxxxxxx-Xxxxx Act of 2022, as amended (the “Xxxxxxxx-Xxxxx Act”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxvt) costs of preparing and filing reports or other documents required by governmental bodies (including the SEC) and any agency administering the securities laws of a state, and the compensation of professionals responsible for the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, including printing costs and the costs of investor relations personnel responsible for the foregoing and related matterscosts; (xxviiu) costs of holding Board of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoing; (xxviiiv) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxiw) directors and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxiix) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expenses; (xxxiiiy) direct costs and expenses of administration and operation, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit and legal costs; (xxxivz) fees and expenses associated with marketing efforts; (aa) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xlibb) all other expenses reasonably incurred by the Company, the Administrator or any Subthe sub-Administrator administrator in connection with administering the Company’s business, such as the allocable portion of overhead under the Administration Agreement, including rent (if office space is provided by the Administrator) and the Company’s allocable portion of the costs, expenses, compensation costs and benefits expenses of the Company’s its chief compliance officer, chief financial officer, general counsel, secretary officer and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planstaffs.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor Adviser, and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall will be provided and paid for by the Advisor Adviser and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all costs and expenses that are incurred in of its operations and transactions, including, including (without limitation, limitation except as noted) those relating to: (i) “organization the Company’s organizational expenses and offering expenses” costs relating to the offering of the Company’s common shares of beneficial interest (“Common Shares”) incurred on or prior to the final closing date on which the Company accepts subscription agreements from shareholders of the Company (the “Final Closing Date”) (collectively, the “Organizational and Offering Costs”) (the amount of Organizational and Offering Costs in excess of 0.15% of the Company’s total capital commitments to be paid by the Adviser; it being understood that to the extent the Company’s total capital commitments later increase, the Adviser or its affiliates may be reimbursed by the Company for past payments of excess Organizational and Offering Costs made on the Company’s behalf provided that the total Organizational and Offering Costs borne by the Company do not exceed 0.15% of total capital commitments and provided further that the Adviser or its affiliates may not be reimbursed for payment of excess Organizational and Offering Costs that were incurred more than three years prior to the proposed reimbursement); the costs associated with this offering, as provided for in Conduct Rule 2310(a)(12) any offerings of the Financial Industrial Regulatory AuthorityCompany’s Common Shares incurred after the final closing date on which the Company accepts a subscription agreement from a shareholder of the Company; (ii) the costs associated with any offerings of the Company’s securities other than the Common Shares; calculating individual asset values and the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirms); (iii) fees and expenses, including travel expenses, incurred by the Advisor Adviser, or members of its investment team, or payable to third parties, including agents, consultants or other advisors, in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) companies and, if necessary, expenses of enforcing the Company’s rights; (iv) the base management fee and any incentive fees payable under this Agreement; certain costs and expenses related to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereof; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viii) costs of effecting sales and repurchases of the Company’s Common Stock and other securities, if any; (ix) the Base Management Fee and any Incentive Fee (each as defined below); (x) dividends and other distributions paid on the Company’s Common Stockshares; (xi) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto (the “Administrator”) under the Administration Agreement dated as of May 3, 2023 or any successor administration agreement (the “Administration Agreement”); (xii) fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreements; (xiii) fees payable under between the Company’s Distribution Company and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act Carlyle Global Credit Administration L.L.C. (the “Distribution Administrator”) and Stockholder Servicing Plan”)sub-administration agreements, including related expenses; (xiv) fees debt service and expenses incurred in connection with the services other costs of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodiansborrowings or other financing arrangements; (xv) the allocated costs incurred by the Administrator Adviser in providing managerial assistance to those portfolio companies that request it; (xvi) other expenses incurred by the Advisor, the Administrator, any Sub-Administrator (as defined in the Administration Agreement) or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xvii) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and or holding investments; the costs associated with meeting potential sponsors); (xviii) fees subscriptions to data service, research-related subscriptions and expenses associated with marketing efforts associated with the offer and sale quotation equipment and services used in making or holding investments; transfer agent and custodial fees; costs of the Company’s securities (including attendance at investment conferences hedging; commissions and similar events)other compensation payable to brokers or dealers; (xix) brokerage fees federal and commissions; (xx) federal, state and local registration fees; including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxi) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) U.S. federal, state and local taxes, including any excise taxes; (xxiii) independent director trustee fees and expenses; (xxiv) costs associated with the Company’s reporting of preparing financial statements and compliance obligations under the Investment Company Actmaintaining books and records, applicable U.S. federal and state securities lawscosts of preparing tax returns, including compliance with the costs of Xxxxxxxx-Xxxxx Act of 20222002, as amended (the “Xxxxxxxx-Xxxxx ActXxxxx”), compliance and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxv) attestation and costs of preparing and filing reports or other documents required by governmental bodies with the SEC (or other regulatory bodies), and other reporting -3- and compliance costs, including the SEC) registration and any agency administering the securities laws of a statelisting fees, and the compensation of professionals responsible for the preparation or review of the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, shareholders (including printing and mailing costs), the costs of any shareholders’ meetings and the costs compensation of investor relations personnel responsible for the preparation of the foregoing and related matters; (xxvii) the costs of holding Board specialty and custom software for monitoring risk, compliance and overall portfolio, including any development costs incurred prior to the filing of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoingCompany’s election to be regulated as a BDC; (xxviii) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxi) directors trustees and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxii) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expensespayments; (xxxiii) direct costs fees and expenses of administration and operationassociated with independent audits, including printingagency, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit consulting and legal costs; (xxxiv) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; fees and expenses related to any Liquidity Event and/or Exchange Transaction (xl) costs of preparing financial statements and maintaining books and recordsas such terms are defined in the Company’s private placement memorandum, as amended, restated and/or supplemented from time to time); and (xli) all other expenses reasonably incurred by the Company, either the Administrator or any Sub-Administrator the Company in connection with administering the Company’s its business, such as the allocable portion of overhead including payments under the Administration Agreement, including rent (if office space is provided by Agreement for administrative services that will be equal to an amount that reimburses the Administrator) Administrator for its costs and expenses and the Company’s allocable portion of overhead incurred by the costsAdministrator in performing its obligations under the Administration Agreement, expensesincluding, compensation paid to or compensatory distributions received by its officers (including its Chief Financial Officer and benefits Chief Compliance Officer) and any of their respective staff who provide services to the Company’s chief compliance officer, chief financial officer, general counsel, secretary and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planinternal control assessment.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all other costs and expenses that are incurred in of its operations and transactions, including, without limitation, those relating to: (ia) “initial organization costs incurred prior to the commencement of the Company’s operations (up to an aggregate of $1,500,000, it being understood and offering expenses” agreed that the Advisor shall bear all organizational expenses of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12excess of such amount); (b) operating costs incurred prior to the commencement of the Financial Industrial Regulatory AuthorityCompany’s operations; (iic) calculating the Company’s net asset value (including the cost and expenses of any independent valuation firms or pricing servicesfirm); (iiid) fees and expenses, including travel expenses, incurred by the Advisor or payable to third parties, including agents, consultants or other advisors, parties in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) and, if necessary, enforcing the Company’s rights; (ive) costs and expenses related interest payable on debt, if any, incurred to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to finance the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereofinvestments; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viiif) costs of effecting sales and repurchases of the Company’s Common Stock common stock and other securities, if any; (ixg) the Base Management Fee and any Incentive Fee (each as defined below); (xh) dividends and other distributions on the Company’s Common Stockcommon stock; (xii) administration fees and/or expenses payable to CCAP Administration LLC or any successor thereto BSCF Advisors, LP in its capacity as administrator (the “Administrator”) under the Administration Agreement dated as of May 3October 6, 2023 or any successor agreement 2016 (as may be amended from time to time, the “Administration Agreement”); (xiij) transfer agent and custody fees payable, if any, under any distribution manager, intermediary manager or selected intermediary agreementsand expenses; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xvk) the allocated costs incurred by the Administrator in providing managerial assistance to those portfolio companies that request it; (xvil) other expenses incurred by the Advisor, the Administrator, any Subthe sub-Administrator (as defined in the Administration Agreement) administrator or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xviim) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making and disposing of investments (excluding payments to third-party vendors for financial information services and costs associated with meeting potential sponsors)investments; (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xixn) brokerage fees and commissions; (xxo) federal, federal and state and local registration fees; including those contemplated by the AIFM Directive or (p) any national private placement regime in any jurisdictionstock exchange listing fees; (xxiq) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) federal, state and local taxes; (xxiiir) independent director fees and expenses; (xxivs) costs associated with the Company’s reporting and compliance obligations under the Investment Company Act, Act and applicable U.S. federal and state securities laws, including compliance with the Xxxxxxxx-Xxxxx Act of 2022, as amended (the “Xxxxxxxx-Xxxxx Act”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxvt) costs of preparing and filing reports or other documents required by governmental bodies (including the SEC) and any agency administering the securities laws of a state, and the compensation of professionals responsible for the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, including printing costs and the costs of investor relations personnel responsible for the foregoing and related matterscosts; (xxviiu) costs of holding Board of Directors meetings and stockholder meetings, and the compensation of professionals responsible for the foregoing; (xxviiiv) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxiw) directors and officers/errors and omissions liability insurance, and any other insurance premiums; (xxxiix) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expenses; (xxxiiiy) direct costs and expenses of administration and operation, including printing, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit and legal costs; (xxxivz) fees and expenses associated with marketing efforts; (aa) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xlibb) all other expenses reasonably incurred by the Company, the Administrator or any Subthe sub-Administrator administrator in connection with administering the Company’s business, such as the allocable portion of overhead under the Administration Agreement, including rent (if office space is provided by the Administrator) and the Company’s allocable portion of the costs, expenses, compensation costs and benefits expenses of the Company’s its chief compliance officer, chief financial officer, general counsel, secretary officer and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planstaffs.

Company’s Responsibilities and Expenses Payable by the Company. (a) All investment professionals of the Advisor Adviser, and their respective staffs, when and to the extent engaged in providing investment advisory and management services hereunder, and the compensation and routine overhead expenses of such personnel allocable to such services, shall be provided and paid for by the Advisor Adviser and not by the Company. In addition to the reimbursements set forth above, the The Company will shall bear all other costs and expenses that are incurred in of its operations operations, administration and transactions, including, including (without limitation, ) those relating to: (i) “the Company’s initial organization costs and offering expenses” operating costs incurred prior to the filing of its election to be treated as a BDC; the costs associated with any offerings of the Company associated with this offering, as provided for in Conduct Rule 2310(a)(12) of the Financial Industrial Regulatory AuthorityCompany’s securities; (ii) calculating individual asset values and the Company’s net asset value (including the cost and expenses of any independent third-party valuation firms or pricing services); (iii) fees and out-of-pocket expenses, including travel expenses, incurred by the Advisor Adviser, or members of its investment team, or payable to third parties, including agents, consultants or other advisors, in performing due diligence on prospective portfolio companies, monitoring the Company’s investments (including the cost of consultants hired to develop technology systems designed to monitor the Company’s investments) companies and, if necessary, enforcing the Company’s rights; (iv) costs and expenses related to the formation and maintenance of entities or special purpose vehicles to hold assets for tax, financing or other purposes; (v) expenses related to consummated and unconsummated portfolio investments, including, without limitation any reverse termination fees and any liquidated damages, commitment fees that become payable in connection with any proposed investment that is not ultimately made, forfeited deposits or similar payments, including expenses relating to unconsummated investments that may have been attributable to co-investors had such investments been consummated; (vi) debt servicing (including interest, fees and expenses related to the Company’s indebtedness) and other costs arising out of borrowings, leverage, guarantees or other financing arrangements, including, but not limited to, the arrangements thereof; (vii) offerings of the Company’s common stock (“Common Stock”) and the Company’s other securities; (viii) costs of effecting sales and repurchases of the Company’s Common Stock and other securities, if any; (ix) the Base Management Fee and any Incentive Fee (each as defined below)Fees payable under this Agreement; (x) dividends certain costs and other expenses relating to distributions on paid by the Company’s Common Stock; (xi) administration fees and/or expenses payable to CCAP Administration under the administration agreement, by and between the Company and Audax Management Company, LLC or any successor thereto (the “Administrator”) under the Administration Agreement ), dated as of May 3, 2023 or any successor agreement the date hereof (the “Administration Agreement”)) and any sub-administration agreements, including related expenses; (xii) fees payable, if any, under any distribution manager, intermediary manager debt service and other costs of borrowings or selected intermediary agreementsother financing arrangements; (xiii) fees payable under the Company’s Distribution and Stockholder Servicing Plan adopted pursuant to Rule 12b-1 under the Investment Company Act (the “Distribution and Stockholder Servicing Plan”); (xiv) fees and expenses incurred in connection with the services of representatives, depositories, paying agents, transfer agents, escrow agents, dividend agents, trustees, rating agencies and custodians; (xv) the allocated costs incurred by the Administrator Adviser in providing managerial assistance to those portfolio companies that request it; (xvi) other expenses incurred by the Advisor, the Administrator, any Sub-Administrator (as defined in the Administration Agreement) or the Company in connection with administering its business, including payments made to third-party providers of goods or services and payments to the Administrator that will be based upon the Company’s allocable portion of overhead; (xvii) amounts payable to third parties, including representatives, depositories, paying agents, agents, consultants or other advisors, parties relating to, or associated with, evaluating, making or holding investments; transfer agent and disposing custodial fees; costs of investments (excluding payments hedging; commissions and other compensation payable to third-party vendors for financial information services brokers or dealers; federal and costs associated with meeting potential sponsors); (xviii) fees and expenses associated with marketing efforts associated with the offer and sale of the Company’s securities (including attendance at investment conferences and similar events); (xix) brokerage fees and commissions; (xx) federal, state and local registration fees; including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxi) all costs of registration and qualifying the Company’s securities pursuant to the rules and regulations of the SEC or any other regulatory authority, including those contemplated by the AIFM Directive or any national private placement regime in any jurisdiction; (xxii) U.S. federal, state and local taxes; (xxiii) independent director fees and expenses; (xxiv) costs associated with the Company’s reporting of preparing financial statements and compliance obligations under the Investment Company Actmaintaining books and records, applicable U.S. federal and state securities lawscosts of preparing tax returns, including costs of compliance with the Xxxxxxxx-Xxxxx Act of 20222002, as amended (the “Xxxxxxxx-Xxxxx ActXxxxx”), and the AIFM Directive or any national private placement regime in any jurisdiction (including any reporting required in connection with Annex IV of the AIFM Directive); (xxv) attestation and costs of preparing and filing reports or other documents required by governmental bodies with the SEC (including the SECor other regulatory bodies) and any agency administering the securities laws of a stateother reporting and compliance costs, including registration and listing fees, and the compensation of professionals responsible for the preparation or review of the foregoing; (xxvi) costs associated with individual or group stockholders, including the costs of any reports, proxy statements or other notices to the Company’s stockholders, shareholders (including printing and mailing costs), the costs of any shareholders’ meetings and the costs compensation of investor relations personnel responsible for the preparation of the foregoing and related matters; (xxvii) the costs of holding Board of Directors meetings specialty and stockholder meetingscustom software expense for monitoring risk, compliance and the compensation of professionals responsible for the foregoingoverall investments; (xxviii) the Company’s fidelity bond; (xxix) outside legal expenses; (xxx) accounting expenses (including costs and fees of the Company’s independent accounting firm and fees, disbursements and expenses related to the audit of the Company and the preparation of the Company’s tax information); (xxxi) directors and officers/errors and omissions liability insurance, and any other necessary insurance premiums; (xxxii) costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or dispute, and indemnification and other non-recurring or extraordinary expensespayments; (xxxiii) direct costs fees and expenses of administration and operationassociated with independent audits, including printingagency, mailing, long distance telephone, cellular phone and data service, copying, secretarial and other staff, audit consulting and legal costs; (xxxiv) dues, fees and charges of any trade association of which the Company is a member; (xxxv) costs of hedging, including the use of derivatives by the Company; (xxxvi) costs associated with investor relations efforts; (xxxvii) proxy voting expenses; (xxxviii) costs of information technology and related costs, including costs related to software, hardware and other technological systems (including specialty and custom software); (xxxix) fees, costs and expenses of winding up and liquidating the Company’s assets; (xl) costs of preparing financial statements and maintaining books and records; and (xli) all other expenses reasonably incurred by the Company, either the Administrator or any Sub-Administrator the Company in connection with administering its business, including payments under the Administration Agreement for administrative services that shall be based upon the Company’s business, such as the allocable portion of overhead and other expenses incurred by the Administrator in performing its administrative obligations under the Administration Agreement, including rent (if office space is provided by including, but not limited to rent, the Administrator) fees and expenses associated with performing compliance functions, and the Company’s allocable portion of the costscosts of compensation paid to or distributions received by its Chief Financial Officer, expensesChief Compliance Officer, compensation and benefits any of the Company’s chief compliance officer, chief financial officer, general counsel, secretary and their respective staffs (but not including, for the avoidance of doubt, costs and expenses attributable to the Advisor’s investment professionals acting in such capacity to provide investment advisory and management services hereunder) operations staff who provide services to the Company, Company and any internal audit staff, to the extent internal audit performs a role in the Company’s internal control assessment required under the Xxxxxxxx-Xxxxx Act; provided, however, that any payments made by the Company for activities primarily intended to result in the sale of Common Stock will be paid pursuant to the Distribution and Stockholder Servicing Planinternal control assessments.