Common use of Contribution Account Clause in Contracts

Contribution Account. In accordance with this Indenture and the Securities Account Control Agreement, the Trustee shall, on or prior to the Closing Date, establish with the corporate trust department of the Custodian a single segregated non-interest bearing account, which shall be subject to the lien of U.S. Bank National Association, as Trustee for the benefit of the Secured Parties, which shall be designated as the “Contribution Account”, which account shall held in the name of “ABPCI Direct Lending Fund CLO VI Ltd”, and which shall be maintained with the Custodian in accordance with the Securities Account Control Agreement. At any time during or after the Reinvestment Period, any Holder or beneficial owner of a Subordinated Note may, upon written notice to the Trustee and the Collateral Manager, (i) make a contribution of Cash, Eligible Investments or Collateral Obligations to the Issuer or (ii) solely in the case of Holders of Certificated Notes, by notice given in accordance with this Indenture at least 10 Business Days prior to a Payment Date, designate any portion of Interest Proceeds or Principal Proceeds that would otherwise be distributed on its Subordinated Notes in accordance with the Priority of Payments as a contribution to the Issuer (each, a “Contribution” and each such Holder, a “Contributor”); provided that each Contribution shall be no less than $500,000; provided, further that the total number shall not in the aggregate exceed three Contributions (except with the consent of a Majority of the Controlling Class). The Collateral Manager, on behalf of the Issuer, may accept or reject any Contribution in its sole discretion and shall notify the Trustee in writing of any such acceptance. Each accepted Contribution will be deposited into the Contribution Account. If a Contribution is accepted, the Collateral Manager on behalf of the Issuer will apply such Contribution to a Permitted Use as directed by the Contributor at the time such Contribution is made (or, if no direction is given by the Contributor, at the direction of the Collateral Manager in its sole discretion). No Contribution or portion thereof shall be returned to the Contributor at any time (other than returns on such Subordinated Notes by operation of the Priority of Payments) and no shares in the Issuer shall be issued or other rights against the Issuer shall be credited in favor of the Contributor as a result of such Contribution. For administrative convenience, any Contributions or transfers of Cash, Eligible Investments or Collateral Obligations made through one or more affiliates of the Collateral Manager may instead be made directly into the Issuer, bypassing such affiliate. Amounts in the Contribution Account shall be invested at the direction of the Issuer (or the Collateral Manager on behalf of the Issuer) in Eligible Investments with stated maturities no later than the Business Day prior to the next Payment Date pursuant to Section 10.6. Any income earned on amounts deposited in the Contribution Account will be deposited in the Interest Collection Subaccount as Interest Proceeds. Any amounts deposited into the Contribution Account pursuant to clause (ii) of the definition of “Contribution” will be deemed for all purposes as having been paid to the Contributor pursuant to the Priority of Payments and subsequently contributed to the Issuer in Cash.

Contribution Account. In accordance with this Indenture and the Securities Account Control Agreement, the Collateral Trustee shall, on or prior to the Closing Date, establish with the corporate trust department of at the Custodian a single segregated non-interest non‑interest bearing accounttrust account held in the name of the Collateral Trustee, which shall be subject to the lien of U.S. Bank National Association, as Trustee in trust for the benefit of the Secured Parties, which shall be designated as the “Contribution Account”, which account shall held in the name of “ABPCI Direct Lending Fund CLO VI Ltd”, ” and which shall be maintained with held by the Custodian in accordance with the Securities Account Control Agreement. At any time during or after the Reinvestment Period, any Any Holder or beneficial owner of a Subordinated Note may, upon written notice to the Collateral Trustee and the Collateral Manager, (i) make a contribution of Cash, Eligible Investments or Collateral Obligations to the Issuer or (ii) solely in the case of Holders holders of Certificated Notes, by notice given in accordance with this Indenture at least 10 Business Days prior to a Payment Date, designate any portion of Interest Proceeds or Principal Proceeds that would otherwise be distributed on its Subordinated Notes in accordance with the Priority of Payments as a contribution to the Issuer (each, a “Contribution” and each such Holder, a “Contributor”); provided that . Unless such Contribution is designated for use pursuant to clause (vii) or (viii) of the definition of Permitted Use, each Contribution shall be no less than in a minimum amount of at least $500,000; provided, further that the total number shall not in the aggregate exceed three Contributions (except with the consent of a Majority of the Controlling Class)1,000,000. The Collateral Manager, on behalf of the Issuer, may accept or reject any Contribution in its sole discretion and shall notify the Collateral Trustee in writing of any such acceptance. Each accepted Contribution will be deposited into the Contribution Account. If a Contribution is accepted, the Collateral Manager on behalf of the Issuer will apply such Contribution to a Permitted Use as directed by the Contributor at the time such Contribution is made (or, if no direction is given by the Contributor, at the direction of the Collateral Manager in its sole discretion); provided, that no Contribution shall be applied as Principal Proceeds if such application would cause a Retention Deficiency. No Contribution or portion thereof shall be returned to the Contributor at any time (other than returns on such Subordinated Notes by operation of the Priority of Payments) and no shares in the Issuer shall be issued or other rights against the Issuer shall be credited in favor of the Contributor as a result of such Contribution. The repayment of any Contribution to any Holder of Subordinated Notes will not be deemed to be, or required to be reported as, a payment of principal, interest or other amount on the Subordinated Notes or otherwise. Each Contributor will be required to agree to provide notice to the Issuer, the Collateral Manager, the Collateral Administrator and the Collateral Trustee prior to the date on which it no longer holds Subordinated Notes. For administrative convenience, any Contributions or transfers of Cashcash, Eligible Investments or Collateral Obligations made through one or more affiliates of the Collateral Manager may instead be made directly into the Issuer, bypassing such affiliate. Amounts in the Contribution Account shall be invested at the direction of the Issuer (or the Collateral Manager on behalf of the Issuer) in Eligible Investments with stated maturities no later than the Business Day prior to the next Payment Date pursuant to Section 10.6. Any income earned on amounts deposited in the Contribution Account will be deposited in the Interest Collection Subaccount as Interest Proceeds. Any amounts deposited into the Contribution Account pursuant to clause 10.6 (ii) of the definition of “Contribution” will be deemed for all purposes as having been paid to the Contributor pursuant to the Priority of Payments and subsequently contributed to the Issuer in Cash.

Contribution Account. In accordance with this Indenture and the Securities Account Control Agreement, the The Trustee shall, on or prior to the Closing Date, establish with the corporate trust department of at the Custodian a single single, segregated non-interest bearing account, securities account which shall be subject to held in the lien name of U.S. Bank National Association, the Trustee as Trustee Entitlement Holder in trust for the benefit of the Secured Parties, which shall be designated as the “Contribution Account” (the “Contribution Account”), which account shall held in the name of “ABPCI Direct Lending Fund CLO VI Ltd”, and which shall be maintained by the Issuer with the Custodian in accordance with the Securities Account Control Agreement. At any time during or after the Reinvestment PeriodAs provided in this Indenture, any Holder or beneficial owner of a Subordinated Note may, upon written notice to the Trustee and the Collateral Manager, (i) make a contribution of Cash, Eligible Investments or Collateral Obligations to the Issuer or (ii) solely may from time to time solicit contributions in the case of Holders of Certificated Notes, by notice given in accordance with this Indenture at least 10 Business Days prior to a Payment Date, designate any portion of Interest Proceeds or Principal Proceeds that would otherwise be distributed on its Subordinated Notes in accordance with the Priority of Payments as a contribution to the Issuer Cash (each, a “Contribution” and each such Holder”) from a holder of Partnership Interests or any Affiliates thereof (each, a “Contributor”); provided that each Contribution shall be no less than $500,000; provided) including, further that without limitation, (1) to fund the total number shall not Issuer’s obligations to pay a Buyer True-up Amount (as defined in the aggregate exceed three Contributions Master Purchase Agreement, (except with 2) to fund Additional Fundings in whole or in part, (3) to fund the consent of a Majority of the Controlling Class). The Collateral Manager, on behalf Issuer’s obligations to pay Extraordinary Expenses or other expenses of the Issuer, may accept (4) to cure a breach of an Overcollateralization Test (5) to invest (solely through a Blocker Subsidiary) in existing Collateral Obligations that are Defaulted Assets or reject in any Contribution portion of the collateral for a Defaulted Asset that is acquired through foreclosure, power of sale, acceptance of a deed-in-lieu of foreclosure or otherwise, (6) to finance the purchase of additional Collateral Obligations pursuant to buy-sell arrangements in its sole discretion and shall notify the Trustee in writing Master Co-Lender Agreement, or (7) to finance a contribution to the capital of any such acceptanceIssuer Subsidiary. Each accepted Contribution will All Contributions received by the Issuer shall be deposited into in the Contribution AccountAccount upon receipt. If a Contribution is acceptedIn addition, the Collateral Manager on behalf of the Issuer will apply such Contribution may direct that any amounts payable pursuant to a Permitted Use as directed by the Contributor at the time such Contribution is made (or, if no direction is given by the Contributor, at the direction of the Collateral Manager in its sole discretion). No Contribution Section 11.1(a)(viii) or portion thereof shall be returned to the Contributor at any time (other than returns on such Subordinated Notes by operation Section 11.1(b)(iv) of the Priority of Payments) and no shares Payments may be deposited in the Issuer shall be issued or other rights against the Issuer shall be credited in favor of the Contributor as a result of such Contribution. For administrative convenience, any Contributions or transfers of Cash, Eligible Investments or Collateral Obligations made through one or more affiliates of the Collateral Manager may instead be made directly into Contribution Account pending further application by the Issuer, bypassing such affiliate. Amounts The only permitted withdrawals from or application of funds or property on deposit in the Contribution Account shall be invested at the direction of the be, by Issuer (or the Collateral Manager on behalf of the Issuer) in Eligible Investments with stated maturities no later than the Business Day prior to the next Payment Date pursuant to Section 10.6. Any income earned on amounts deposited in the Contribution Account will be deposited in the Interest Collection Subaccount as Interest Proceeds. Any amounts deposited into the Contribution Account pursuant to clause (ii) of the definition of “Contribution” will be deemed for all purposes as having been paid to the Contributor pursuant to the Priority of Payments and subsequently contributed to the Issuer in Cash.Order:

Contribution Account. In accordance with this Indenture and the Securities Account Control Agreement, the The Trustee shall, on or prior to the Closing Date, establish with the corporate trust department of at the Custodian a single segregated non-interest bearing accountsingle, segregated, securities account which shall be subject to held in the lien name of U.S. Bank National Association, the Trustee as Trustee Entitlement Holder in trust for the benefit of the Secured Parties, which shall be designated as the “"Contribution Account”" (the "Contribution Account"), which account shall held in the name of “ABPCI Direct Lending Fund CLO VI Ltd”, and which shall be maintained by the Issuer with the Custodian in accordance with the Securities Account Control Agreement. At any time during or after the Reinvestment Period, any Holder or beneficial owner of a Subordinated Note may, upon written notice to the Trustee and the Collateral Manager, Notes may (i) make a contribution of Cash, Eligible Investments or Collateral Obligations to the Issuer Cash or (ii) solely in the case of Holders of Certificated Notes, by notice given in accordance with this Indenture at least 10 to the Collateral Manager and the Trustee no later than four Business Days prior to a Payment the applicable Distribution Date, designate any portion of Interest Proceeds or Principal Proceeds that would otherwise be distributed on its such Subordinated Notes in accordance with the Priority of Payments as a Distributions, for contribution to the Issuer (each, a “"Contribution” " and each such Holder, a “"Contributor”); provided that each Contribution shall be no less than $500,000; provided, further that the total number shall not in the aggregate exceed three Contributions (except with the consent of a Majority of the Controlling Class"). The Collateral Manager, on behalf of the Issuer, may accept or reject any Contribution in its sole reasonable discretion and shall notify the Trustee in writing of any such acceptance; provided that in the case of clause (ii) of the definition of "Contribution," such notice must be provided no later than two Business Days prior to the applicable Distribution Date. Each accepted Contribution will shall be deposited received into the Contribution Account. If a Contribution is accepted, the Collateral Manager Manager, on behalf of the Issuer will Issuer, shall apply such Contribution to a Permitted Use as directed by the Contributor at the time such Contribution is made (or, if no direction is given by the Contributor, at the direction of the Collateral Manager in its sole Manager's reasonable discretion). No Contribution or portion thereof shall be returned to the Contributor at any time (other than returns on such Subordinated Notes by operation of the Priority of Payments) and no shares in the Issuer shall be issued or other rights against the Issuer shall be credited in favor of the Contributor as a result of such Contribution. For administrative convenience, any Contributions or transfers of Cash, Eligible Investments or Collateral Obligations made through one or more affiliates of the Collateral Manager may instead be made directly into the Issuer, bypassing such affiliate. Amounts in the Contribution Account shall be invested at the direction of the Issuer (or the Collateral Manager on behalf of the Issuer) in Eligible Investments with stated maturities no later than the Business Day prior to the next Payment Date pursuant to Section 10.6Distributions). Any income earned on amounts deposited in the Contribution Account will shall be deposited in the Interest Collection Subaccount Account as Interest Proceeds. Any For the avoidance of doubt, any amounts deposited into the Contribution Account pursuant to clause (ii) of the definition of “"Contribution” will " shall be deemed for all purposes as having been paid to the Contributor pursuant to the Priority of Payments and subsequently contributed to the Issuer in CashDistributions.

Contribution Account. In accordance with this Indenture and the Securities Account Control Agreement, the Trustee shall, on or prior to the Closing ClosingRefinancing Date, establish with the corporate trust department of the Custodian a single segregated non-interest bearing account, which shall be subject to the lien of U.S. Bank Trust Company, National Association, as Trustee for the benefit of the Secured Parties, which shall be designated as the “Contribution Account”, which account shall held in the name of “ABPCI Direct Lending Fund CLO VI Ltd”, and which shall be maintained with the Custodian in accordance with the Securities Account Control Agreement. At any time during or after the Reinvestment Period, any Holder or beneficial owner of a Subordinated Note may, upon written notice to the Trustee and the Collateral Manager, (i) make a contribution of Cash, Eligible Investments or Collateral Obligations to the Issuer or (ii) solely in the case of Holders of Certificated Notes, by notice given in accordance with this Indenture at least 10 Business Days prior to a Payment Date, designate any portion of Interest Proceeds or Principal Proceeds that would otherwise be distributed on its Subordinated Notes in accordance with the Priority of Payments as a contribution to the Issuer (each, a “Contribution” and each such Holder, a “Contributor”); provided that each Contribution shall be no less than $500,000500,000 (taken together with all Contributions made on the same Business Day); provided, further further, that the total number of Contributions made pursuant to clause (i) and clause (ii) shall not in the aggregate exceed three Contributions (treating all Contributions made on the same Business Day as single Contribution) (except with the consent of a Majority of the Controlling Class). The Collateral Manager, on behalf of the Issuer, may accept or reject any Contribution in its sole discretion and shall notify the Trustee in writing of any such acceptance. Each accepted Contribution will be deposited into the Contribution Account. If a Contribution is accepted, the Collateral Manager on behalf of the Issuer will apply such Contribution to a Permitted Use as directed by the Contributor at the time such Contribution is made (or, if no direction is given by the Contributor, at the direction of the Collateral Manager in its sole discretion). No Contribution or portion thereof shall be returned to the Contributor at any time (other than returns on such Subordinated Notes by operation of the Priority of Payments) and no shares in the Issuer shall be issued or other rights against the Issuer shall be credited in favor of the Contributor as a result of such Contribution. For administrative convenience, any Contributions or transfers of Cash, Eligible Investments or Collateral Obligations made through one or more affiliates of the Collateral Manager may instead be made directly into the Issuer, bypassing such affiliate. Amounts in the Contribution Account shall be invested at the direction of the Issuer (or the Collateral Manager on behalf of the Issuer) in Eligible Investments with stated maturities no later than the Business Day prior to the next Payment Date pursuant to Section 10.6. Any income earned on amounts deposited in the Contribution Account will be deposited in the Interest Collection Subaccount as Interest Proceeds. Any amounts deposited into the Contribution Account pursuant to clause (ii) of the definition of “Contribution” will be deemed for all purposes as having been paid to the Contributor pursuant to the Priority of Payments and subsequently contributed to the Issuer in Cash. In addition, any other amounts on deposit in any Contribution Account may be applied to a Permitted Use as directed by the Collateral Manager in its sole discretion.