Common use of Duties Clause in Contracts

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the The Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured PartiesAgent, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Portfolio Asset Files and the Required Loan Portfolio Documents delivered by the Portfolio Asset Servicer and Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this AgreementSection 3.02(c) or 3.04(d), all for the benefit of the Secured Parties and subject to the Lien thereon in favor Administrative Agent on behalf of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Portfolio Documents (if the Collateral Custodian receives no more than 10 Portfolio Asset Files during such five Business Day period) or within a reasonable timeframe as mutually agreed upon, the Collateral Custodian shall review the such Required Loan Portfolio Documents delivered to it to confirm that (A) if the files delivered per principal amount and the following sentence indicate Obligor name on the applicable Loan Agreement and any related promissory note matches that any document must contain on the Portfolio Asset Schedule and the Portfolio Asset number on the applicable Loan Agreement matches that on the Portfolio Asset Schedule, as applicable, (B) such Required Portfolio Documents, have been executed (either an original signatureor a copy, each as indicated on the related Portfolio Asset Checklist), appear to relate to such document appears to bear Portfolio Asset and have no mutilated pages, (C) filed copies of the original signatureUCC financing statements and other filings identified on the related Portfolio Asset Checklist are included and (D) if listed on the related Portfolio Asset Checklist, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy or insurance certificate with respect to any real or personal property constituting the Underlying Collateral for such Loan Portfolio Asset is referenced on included (the related Loan List and is not a duplicate Loanitems to be reviewed pursuant to this sentence, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments a Portfolio Asset File hereunder to the Collateral Custodian, the Collateral Manager Portfolio Asset Servicer shall provide to the Collateral Custodian a hard copy (which may be proceeded by an electronic file (in EXCEL copy and separately uploaded by the Borrower or a comparable format acceptable the Portfolio Asset Servicer or its designee to the Collateral Custodiandesignated ▇▇▇▇▇▇▇.▇▇▇; provided that each .pdf document will be identified with the loan number in the format “LoanNumber.DocumentName.pdf” (example, 12345.mortgage.pdf)) that of the related Portfolio Asset Checklist which contains a list of all Required Loan Documents and whether they require original signaturesthe Portfolio Asset information with respect to the Portfolio Asset File being delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each such Portfolio Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Portfolio Asset File shall be limited to the Review Criteria and based on the information provided on the related LoanPortfolio Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances principal balance of the Loans Portfolio Asset with respect to which it has received Underlying Instruments is less than as the Portfolio Asset File does not match the principal balance set forth on the electronic filePortfolio Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent Agent, Initial Lender and the Collateral Manager Facility Servicer of such discrepancy, and discrepancy within one Business Day or (2) any other Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Borrower, Administrative Agent, Initial Lender and the Facility Servicer of such determination and provide the Collateral Manager Borrower and Facility Servicer with a list of the non-complying Loans Portfolio Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Borrower shall have twenty (20) ten Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager Borrower or Portfolio Asset Servicer in accordance with Section 9.08 and approved by the Administrative Agent (acting at the direction of the Majority Lenders) within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Portfolio Asset File which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsPortfolio Asset File. (ii) In taking and retaining custody of the Underlying InstrumentsPortfolio Asset Files, the Collateral Custodian shall be deemed to be acting as the agent of the Administrative Agent on behalf of the Secured Parties; provided that, that (A) the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Portfolio Asset Files or the instruments therein; therein and provided, further, that, (B) the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Portfolio Asset Files shall be kept continuously stored in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals the locations specified as the address of the Collateral Custodian on Schedule IV or copies at such other office as shall be placed together with an appropriate identifying label specified to the Administrative Agent, Facility Servicer and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained the Borrower by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format a written notice delivered at least 30 days prior to such change. The Collateral Custodian shall be saved onto disks and/or onto segregate the Collateral Custodian’s secure computer Portfolio Asset Files on its inventory system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting DateDate following the first delivery of Required Portfolio Documents to the Collateral Custodian, the Collateral Custodian shall provide a written report to the Administrative Agent Agent, the Borrower and the Collateral Manager Lenders (in a form acceptable mutually agreeable to the Administrative AgentAgent (at the direction of the Majority Lenders) and the Collateral Custodian) identifying each Loan Portfolio Asset for which it holds Underlying Instruments, the non-complying Loans a Portfolio Asset File and the applicable Review Criteria that any non-complying Loan Portfolio Asset File fails to satisfy. The Borrower shall have ten Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixv) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale have no duties or obligations other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian than those specifically set forth herein or as may subsequently be required agreed to in writing by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to timeparties hereto. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal or replacement pursuant to Section 7.511.05 or Section 11.07, as applicable, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents (the “Review Period”), the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1I) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments is less than as Required Loan Documents does not match the balance set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one (1) Business Day, and or (2II) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Administrative Agent and the Servicer of such determination and provide deliver to the Collateral Manager with Administrative Agent and the Servicer a certification substantially in the form attached hereto as Exhibit P that includes a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at ▇▇▇▇ ▇▇▇▇ ▇▇▇, Florence, South Carolina, 29501, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) The Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shallshall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, promptly upon its actual receipt of a Borrowing Base Certificate from and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the Borrower, re-calculate the Borrowing Base and, if other Transaction Documents or otherwise exist against the Collateral Custodian’s calculation does not correspond with . Without limiting the calculation provided generality of the foregoing, it is hereby expressly agreed and stipulated by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by other parties hereto that the Collateral Custodian of such Borrowing Base Certificateshall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. The Collateral Custodian shall also make required calculations for its Payment Duties as not be deemed to assume any obligations or liabilities of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements Servicer hereunder or under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the CollateralTransaction Document.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.512.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy with respect to such Loan any real or personal property constituting the Underlying Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one Business Day, and or (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E N) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on the address of the Collateral Custodian on the signature pages attached hereto, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to Fifth Street and its Affiliates and subsidiaries; provided, however, the Collateral Custodian’s secure computer system, Custodian shall segregate any commingled files upon written request of the Administrative Agent and maintained in a manner so as to permit retrieval and accessthe Borrower. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 On the 12th calendar day of every month (or if such day is not a Business Day, the “Payment Duties”next succeeding Business Day). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit N), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within 10 Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Effective Date, and until its removal pursuant to Section 7.514.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the other Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Related Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 7.05 in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instrumentsthe Related Documents and Loan Checklist (the “Review Period”), the Collateral Custodian shall review the Required Loan Related Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balanceinitial principal loan balance when entered into or obtained by the Borrower, Loan loan identification number and Obligor name with respect to such Collateral Loan is referenced on the related Loan List Checklist and is does not appear to be a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Collateral Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Related Documents hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) or the related Loan Checklist that contains a list of all Required Loan Related Documents and whether they require original signatures, the Loan loan identification number and the name of the Obligor and the original Loan initial principal loan balance when entered into or obtained by the Borrower with respect to each related Collateral Loan. IfNotwithstanding anything herein to the contrary, at the conclusion Custodian’s obligation to review the Related Documents shall be limited to reviewing such Related Documents based on the information provided on the Loan Checklist. In receiving any Related Documents hereunder, and in maintaining any listing or providing any report or communication with respect to the Related Documents held hereunder, the Custodian shall be required only to review such Related Documents in accordance with the Review Criteria. Within one Business Day after the end of such reviewthe Review Period, the Custodian shall notify the Borrower, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic fileManager, the Collateral Custodian shall immediately notify and the Administrative Agent in writing of any Related Documents listed on the Loan Checklist not included in the related file and any other exceptions to the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfiedin a form of certificate substantially in the form of Exhibit K (the “Custodial Certificate”). After the Custodian’s delivery of the Custodial Certificate, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) ten Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such reportCustodial Certificate, the Collateral Custodian shall return the Underlying Instruments Related Documents for any Collateral Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRelated Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRelated Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Related Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments Related Documents that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c)the Custodian Facilities. All Underlying Instruments Related Documents that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments Related Documents that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments Related Documents that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Payment Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Collateral Loan for which it holds Underlying InstrumentsRelated Documents, the non-complying Collateral Loans and the applicable Review Criteria that any non-complying Collateral Loan fails to satisfy. (v) [Reserved]. (vi) The Collateral In no event shall the Custodian shallbe liable for special, promptly upon its actual receipt indirect, punitive or consequential losses or damages of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, any kind whatsoever (including but not limited to lost profits) even if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each Custodian has been advised of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian likelihood of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as damages and regardless of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval form of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicableaction. (vii) In performing its duties, (A) Any duty on the Collateral Custodian shall comply with the standard of care and express terms part of the Transaction Documents Custodian with respect to the collateral that it holds hereunder and (B) calculations made custody of such Collateral Loans shall be limited to the exercise of reasonable care by the Collateral Custodian pursuant in the physical custody of any such Related Documents and other documents delivered to this Section 7.2(b) shall it, and any related instrument, security, credit agreement, assignment agreement and/or other agreements or documents, if any (collectively, “Financing Documents”), that may be made using information provided by the Borrower or the Collateral Manager delivered to the Collateral Custodianit. (viii) The parties acknowledges that in accordance with Notwithstanding anything herein to the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulationscontrary, delivery of the Collateral Loans acquired by the Borrower which constitute Noteless Loans or Participations or which are otherwise not evidenced by a “security” or “instrument” as defined in Section 8-102 and Section 9-102(a)(47) of the UCC, respectively, shall be made by delivery to the Custodian of a copy of the loan register with respect to such Noteless Loan evidencing registration of such Collateral Loan on the books and records of the applicable Obligor or bank agent to the name of the Borrower (or its nominee) or a copy (which may be a facsimile copy) of an assignment agreement in order to help fight favor of the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying informationassignee. (ix) The Collateral Custodian may assume the genuineness of any such Financing Document it may receive and the genuineness and due authority of any signatures appearing thereon, and shall create a collateral database be entitled to assume that each such Financing Document it may receive is what it purports to be. If an original “security” or “instrument” as defined in Section 8-102 and Section 9-102(a)(47) of the UCC, respectively, is or shall be or become available with respect to the any Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including Loan to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian be held by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by under this Agreement, in each case as it shall be the Borrowersole responsibility of the Borrower to make or cause delivery thereof to the Custodian, Collateral Manager or and the Administrative Agent may reasonably request from Custodian shall not be under any obligation at any time to timedetermine whether any such original security or instrument has been or is required to be issued or made available in respect of any Collateral Loan or to compel or cause delivery thereof to the Custodian. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.56.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying InstrumentsInstruments with respect to the Permitted Investments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iiiii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access[Reserved]. (iviii) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (viv) On each Reporting DateCommencing 5 Business Days following the date hereof, the Collateral Custodian shall provide a written daily report to the Administrative Agent and the Collateral Manager of (in x) all deposits to and withdrawals from the Accounts for each Business Day and the outstanding balances as of the end of each Business Day, and (y) a form acceptable to report of settled trades for each Business Day. (v) On or before the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsEffective Date, the nonCollateral Custodian shall accept, or shall have accepted, from the Collateral Manager delivery of the information required to be set forth in the Borrowing Base Certificate in hard copy and on computer tape, or via electronic communication (including e-complying Loans mail); provided that the computer tape is in an MS DOS, PC readable ASCII format or other format to be agreed upon by the Collateral Custodian and the applicable Review Criteria that any non-complying Loan fails Collateral Manager on or prior to satisfyclosing. (vi) The Not later than 12:00 p.m. (New York City time) on each Reporting Date, the Collateral Manager shall deliver to the Collateral Custodian shallthe loan tape, promptly upon its actual receipt which shall include but not be limited to the following information: (x) for each Loan, the name and number of a Borrowing Base Certificate from the Borrowerrelated Obligor, re-calculate the collection status, the loan status, an indication of whether or not such Loan is an Eligible Loan, the date of each Scheduled Payment and the Outstanding Balance, (y) the Borrowing Base andand (z) the Adjusted Borrowing Value of each Loan and such other information, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificateincluding any information related to an Approved Foreign Currency, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by as may be reasonably required for the Collateral Custodian of to perform its duties hereunder (such Borrowing Base Certificateloan tape, the “Tape”). The Collateral Custodian shall also make required calculations for its Payment Duties as accept delivery of the Determination Date Tape. (vii) Prior to the related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (Custodian shall review the Payment Date Report to ensure that it is complete on its face and, based solely on the information provided in the Tape, that the following items in such Payment Date Report have been accurately calculated, if applicable, and reported: (A) the delivery Borrowing Base, (B) the Collateral Custodian Fee, (C) the Adjusted Borrowing Value of each Loan and (D) Availability. The Collateral Custodian by a Notice of Exclusive Control, separate written report shall notify the Administrative Agent and the Collateral Manager) for Manager of any disagreements with the Collateral Manager’s (or Administrative Agent’s, as applicable) Payment Date Report based on such review no not later than two (2) the Business Days prior Day preceding such Payment Date to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablePersons. (viiviii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) all calculations made by the Collateral Custodian pursuant to this Section 7.2(b6.2(b) using Advance Rate, EBITDA and Unrestricted Cash of any Obligor (or, with respect to Advance Rate, Loan) shall be made using information such amounts and an Approved Foreign Currency as provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with Custodian on the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying informationTape. (ix) The In performing its duties, the Collateral Custodian shall create use a collateral database commercially reasonable degree of care and attention required or expected with respect to the Collateral (the “Collateral Database”), provision of similar services and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodiansimilar loans. (x) If, in performing its duties under this Section 6.2, the Collateral Custodian is required to decide between alternative courses of action, the Collateral Custodian may request written instructions (or verbal instructions, followed by written confirmation) from the Collateral Manager as to the course of action desired by it. If the Collateral Custodian does not receive such instructions within seven (7) Business Days after it has requested them, the Collateral Custodian may, but shall be under no duty to, take or refrain from taking any such courses of action; provided that the Collateral Custodian, as promptly as possible notifies the Collateral Manager which course of action, if any (or refrainment from taking any course of action), it has decided to take. The Collateral Custodian shall track act in accordance with instructions received after such seven (7) Business Day period except (so long as it has provided the receipt and daily allocation notice set forth in the prior sentence) to the Accounts of Collectionsextent it has already taken, the outstanding balances thereinor committed itself to take, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting action inconsistent with such actions as of the close of business on the preceding Business Dayinstructions. (xi) The Collateral Custodian Manager, Administrative Agent and Borrower, as applicable, shall provide such other information cooperate with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by reasonably requested in performing the duties set forth in this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to timeSection 6.2. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until Until its removal pursuant to Section 7.58.5, the Collateral Custodian Trustee shall perform, perform on behalf of the Administrative Agent and the Secured Parties, Parties the following duties and obligations: (i) The Collateral Custodian Trustee, as custodian hereunder, shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Sections 3.2 and 3.3 hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt (excluding, for the avoidance of doubt, any Required Loan Documents in the custody of the Trustee as of the Closing Date) of any Underlying InstrumentsRequired Loan Documents, the Collateral Custodian Trustee shall review the related Required Loan Documents delivered to it (as identified on the related Loan Checklist) to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signaturesuch documents have been properly executed and have no missing or mutilated pages, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based as identified on a review the Loan Checklist, there is evidence in the file that UCC and other filings (required by the Required Loan Documents) have been made, (C) if listed on the Loan Checklist, an Insurance Policy exists with respect to any real or personal property constituting the Related Property, and (D) the original principal balance of the applicable note, the related original Loan balancesuch Loan, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List electronic file delivered with such loan documents as specified below and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianTrustee, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral CustodianTrustee, the Collateral Manager Servicer shall provide to the Collateral Custodian Trustee an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodianformat) that contains a list of all Required the related Loan Documents and whether they require original signatures, Checklist or that otherwise contains the Loan identification number number, the original principal balance of such Loan and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian Trustee shall determine that (1i) the original principal balance of each Loan balances of the Loans with respect to for which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic file, the Collateral Custodian Trustee shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancy, and (2ii) any Review Criteria is are not satisfied, the Collateral Custodian Trustee shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form Servicer does not cure any such non-compliance, it shall provide a written request to the Trustee (such request subject to the approval of Exhibit E the Administrative Agent) for the return by the Collateral Manager and approved by Trustee to the Administrative Agent within ten (10) Business Days Borrower of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a any Review Criteria to the BorrowerCriteria. Other than the foregoing, the Collateral Custodian Trustee shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian Trustee shall be deemed to be acting as the agent of the Administrative Agent and the Secured Parties; provided that, that the Collateral Custodian Trustee makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral CustodianTrustee’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on Schedule III attached hereto, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Trustee in Section 5.5(c)a written notice delivered at least 45 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies Required Loan Documents shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and accessTrustee. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian Trustee shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsRequired Loan Documents, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (v) Prior to acquiring a Loan, the Borrower or the Servicer will provide the Trustee with a Trade Ticket, together with the proposed form of Borrowing Notice to be used in connection therewith. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from Not later than 12:00 noon four Business Days following the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the related Determination Date related to such Payment Date, and deliver such calculations the Servicer shall provide to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral ManagerTrustee via e-mail certain asset level information, which shall include but not be limited to the following information: (x) for each Loan, the Collateral Manager’s (or Administrative Agent’sname and number of the related Obligor, the collection status, the loan status, the date of each Scheduled Payment, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and the OLB, (y) the Borrowing Base and (z) the Adjusted Borrowing Value and such other items as may reasonably be expected in accordance connection with the priorities established, in Section 2.7 or Section 2.8, as applicabletransactions contemplated by this Agreement. (vii) Promptly after receipt thereof, the Trustee shall provide to the Servicer a copy of all written notices and communications identified as being sent to it in connection with the Collateral held hereunder which it receives from the related Obligor or any other Person. In no instance shall the Trustee be under any duty or obligation to take any action on behalf of the Servicer (or Borrower) in respect of the exercise of any voting or consent rights, or similar actions, unless it receives specific written instructions from the Servicer (prior to the occurrence of a Termination Event) or the Administrative Agent (after the occurrence of a Termination Event) in which event the Trustee shall vote, consent or take such other action in accordance with such instructions. (viii) In performing its duties, (A) the Collateral Custodian Trustee shall comply with use the standard same degree of care and express terms of the Transaction Documents attention as it employs with respect to the similar collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodianas Trustee for others. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Cut-Off Date, and until its removal pursuant to Section 7.5, the Collateral Custodian Agent shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian Agent shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsInstruments and the Loan Checklist, the Collateral Custodian Agent shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature signature, (B) filed stamped copies of the UCC and other filings (identified on the Loan Checklist) are included and (BC) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Checklist and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (BC) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianAgent, in connection with each delivery of Underlying Instruments hereunder to the Collateral CustodianAgent, the Collateral Manager shall provide to the Collateral Custodian Agent an electronic file (in EXCEL or a comparable format acceptable to the Collateral CustodianAgent) or the related Loan Checklist that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian Agent shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian Agent shall immediately notify the Administrative Agent Agent, the Borrower and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian Agent shall within one (1) Business Day notify the Collateral Manager and the Borrower of such determination and provide the Collateral Manager and the Borrower with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty ten (2010) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian Agent shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral CustodianAgent’s delivery of such report, the Collateral Custodian Agent shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian Agent shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian Agent shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian Agent makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral CustodianAgent’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices the Collateral Agent’s office set forth in Section 5.5(c)) hereof. All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral CustodianAgent. All Underlying Instruments that are delivered to the Collateral Custodian Agent in electronic format shall be saved onto disks and/or onto the Collateral CustodianAgent’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian Agent shall make payments in accordance with Section 2.7 and Section 2.8 2.8(a) and as otherwise expressly provided under this Agreement (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian Agent shall provide a written report to the Administrative Agent Agent, the Borrower and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian Agent shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Collateral Manager on behalf of the Borrower, re-calculate the Borrowing Base and, if the Collateral CustodianAgent’s calculation does not correspond with the calculation provided by the Borrower Collateral Manager on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day day of receipt by the Collateral Custodian Agent of such Borrowing Base Certificate. The Collateral Custodian Agent shall also make required calculations for its each Payment Duties Date Statement as of the Determination Date related day that is four (4) Business Days prior to such the applicable Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The Upon the approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) ), the Payment Date Statement shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian Agent to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.82.8(a), as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian Agent shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian Agent by the Borrower as may be reasonably required by the Collateral CustodianAgent. (xviii) The Collateral Custodian Agent shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xiix) The Collateral Custodian Agent shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian Agent or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xiix) The Collateral Custodian Agent shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral. (xi) If, in performing its duties under this Agreement, the Collateral Agent is required to decide between alternative courses of action, the Collateral Agent may request written instructions from the Administrative Agent as to the course of action desired. If the Collateral Agent does not receive such instructions within two (2) Business Days after its request therefor, the Collateral Agent may, but shall be under no duty to, take or refrain from taking any such courses of action. The Collateral Agent shall act in accordance with instructions received after such two (2) Business Day period except to the extent it has already taken, or committed itself to take, action inconsistent with such instructions. The Collateral Agent shall be entitled to rely on the advice of legal counsel and independent accountants obtained in good faith in performing its duties hereunder and shall be deemed to have acted in good faith if it acts in accordance with such advice. (xii) In performing its duties, (A) the Collateral Agent shall use a similar degree of care and attention as it employs with respect to similar collateral that it holds as Collateral Agent for others and (B) all calculations made by the Collateral Agent pursuant to this Section 7.2(b) using information that is not routinely maintained by the Collateral Agent, including Advance Rate, EBITDA, Assigned Value and Unrestricted Cash of any Obligor shall be made using such amounts as provided by the Administrative Agent, Controlling Lender, Borrower or the Collateral Manager to the Collateral Agent. (xiii) Nothing herein shall prevent the Collateral Agent or any of its Affiliates from engaging in other businesses or from rendering services of any kind to any Person.

Duties. On or before From the initial Funding Date, and Effective Date until its removal pursuant to Section 7.514.5, the Collateral Document Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Document Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents and the Loan Checklist (the “Review Period”), the Collateral Document Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear an original or a reproduction of such signature and (B) based on a review of the applicable note, the related original initial Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Collateral Report and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Document Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Document Custodian, the Collateral Investment Manager shall provide to the Collateral Document Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Document Custodian) listing Loan Identification Number, Name of Obligor, and initial Loan balance and the related Loan Checklist per file that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at After the conclusion of such reviewReview Period, the Collateral Document Custodian shall determine that (1) execute and deliver to the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Investment Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written certification (a “Document Custodian Certificate”) substantially in the form attached hereto as Exhibit K, including an attached exception report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy(an “Exception Report”). In addition, if requested in writing in the form of Exhibit E by the Collateral Investment Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Document Custodian’s delivery of such report, the Collateral Document Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Document Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything herein to the contrary, the Document Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Document Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Document Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Document Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Document Custodian located at ▇▇▇▇ ▇▇▇▇ ▇▇▇, Florence, SC 129501, or at such other office as shall be specified to the Administrative Agent and the Investment Manager by the Document Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Document Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by files of the Collateral Document Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Document Custodian shall provide a written report to the Administrative Agent and the Collateral Investment Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsRequired Loan Documents and including an Exception Report. (v) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the non-complying Loans Document Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the applicable Review Criteria other Transaction Documents or otherwise exist against the Document Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Document Custodian shall not be required to exercise any non-complying Loan fails discretion hereunder and shall have no investment or management responsibility. The Document Custodian shall not be deemed to satisfyassume any obligations or liabilities of the Borrower or Investment Manager hereunder or under any other Transaction Document. (vi) The Collateral Administrative Agent may direct the Document Custodian shallto take any action incidental to its duties hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Document Custodian hereunder, promptly the Document Custodian shall not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each direction of the Administrative Agent; provided that, Borrower and Collateral Manager within one (1) Business Day the Document Custodian shall not be required to take any action hereunder at the request of receipt by the Collateral Custodian Administrative Agent or otherwise if the taking of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as action, in the reasonable determination of the Determination Date related Document Custodian, (x) shall be in violation of any Applicable Law or contrary to such Payment Date, and deliver such calculations any provisions of this Agreement or (y) shall expose the Document Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the Borrower and event the Collateral Manager (and, following Document Custodian requests the delivery consent of a Notice of Exclusive Control, the Administrative Agent and the Collateral ManagerDocument Custodian does not receive a consent (either positive or negative) for from the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Agent within 10 Business Days prior to such Payment Date. The approval of its receipt of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Controlrequest, then the Administrative Agent) Agent shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) be deemed to have declined to consent to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablerelevant action. (vii) In performing its duties, (A) the Collateral The Document Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that not be liable for any action taken, suffered or omitted by it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under request or direction of any Secured Party, to the USA Patriot Act and its implementing regulations, extent that this Agreement provides such Secured Party the Collateral Custodian in order right to help fight so direct the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Document Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Document Custodian shall create a collateral database with respect not be deemed to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changeshave notice or knowledge of any matter hereunder, including to reflect the sale or other disposition an Event of Default, unless a Responsible Officer of the Collateral, based upon, and to the extent of, information furnished to the Collateral Document Custodian has knowledge of such matter or written notice thereof is received by the Borrower as may be reasonably required by the Collateral Document Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On From the Closing Date until its resignation pursuant to clause (n) below or before the initial Funding Date, and until its removal pursuant to Section 7.5clause (i) below, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i1) The Collateral Custodian shall take at all times hold all Custody Documents Delivered (as defined in the Pledge and retain custody Security Agreement) in physical form at one of its offices in the Required Loan Documents delivered by United States (for purposes hereof, the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this AgreementCustodial Office”); provided that, all for the benefit avoidance of doubt, the Secured Parties and subject only Custody Documents required to the Lien thereon be held in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, physical custody by the Collateral Custodian shall review under this Agreement are the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfyEscrowed Assignment Agreement Documents. The Collateral Manager shall have twenty (20) Business Days Custodian may change the Custodial Office at any time and from time to correct any non-compliance with any Review Criteria. If after time upon notice to the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review CriteriaBorrower, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower Collateral Agent and the Administrative Agent of such determination by providing a written report to such persons identifyingAgent, with particularity, each Loan and each provided that the replacement Custodial Office shall be an office of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing Collateral Custodian located in the form of Exhibit E United States. All Custody Documents held by the Collateral Manager and approved Custodian shall be available for inspection by the Administrative Agent within ten (10) Business Days upon prior written request and during normal business hours of the Collateral Custodian’s delivery . Any such inspection shall occur no earlier than five Business Days after such inspection is requested and the costs of such reportinspection shall be borne by the requesting party. The Administrative Agent (including its representatives and designees) may not request more than two inspections per year or, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy if an Event of Default has occurred and is continuing no more than once a Review Criteria month. Notwithstanding anything to the Borrower. Other than the foregoingcontrary herein, the Collateral Custodian shall not be required to hold or accept custody of any Custody Document hereunder to the extent such Custody Document is of a type not approved for deposit into the custodial vault of the Collateral Custodian; provided that (1) the Collateral Custodian notifies the Collateral Manager and the Lenders prior to refusing to hold such documents and (2) the failure of the Collateral Custodian to accept and hold such documents shall not result in a default or an Event of Default with respect to the Borrower hereunder (provided that copies of such documents shall have been delivered by the Borrower to or otherwise made available to the Administrative Agent). For the avoidance of doubt, the Collateral Custodian shall not be required to review or provide any responsibility for reviewing any Underlying Instrumentscertifications in respect of the Custody Documents provided to it. (ii2) In taking and retaining custody of the Underlying Instrumentsany such Custody Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that (x) the Collateral Custodian makes no representations as to the existence, perfection perfection, enforceability or priority of any Lien on the Underlying Instruments such Custody Documents or the instruments thereintherein or as to the adequacy or sufficiency of such Custody Documents; and provided, further, that, 153 (y) the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii3) All Underlying Instruments that are originals or copies Custody Documents required to be held by the Collateral Custodian shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies the Custodial Office and shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals The Collateral Custodian shall segregate such Custody Documents on its inventory system and will not commingle any such physical Custody Documents with any other files of the Collateral Custodian other than those, if any, relating to the Borrower and its Affiliates and Subsidiaries. (4) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or copies any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be clearly segregated from any read into this Agreement, the other documents Transaction Documents or instruments maintained by otherwise exist against the Collateral Custodian. All Underlying Instruments Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that are delivered to the Collateral Custodian in electronic format shall not be saved onto disks and/or onto required to exercise any discretion hereunder and shall have no investment or management responsibility. The Collateral Custodian shall not be deemed to assume any obligations or liabilities of the Borrower or Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and accessManager hereunder or under any other Transaction Document. (iv5) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report have no obligation to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (review or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by verify whether the Borrower or the Collateral Manager on its behalf has obtained and delivered (or made available to the Transaction Data Room) the necessary Diligence Information and other Custody Documents required for purchases of Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act Obligations hereunder, and its implementing regulations, the Collateral Custodian in order shall have no obligation to help fight maintain the funding Transaction Data Room on behalf of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Cut-Off Date, and until its removal pursuant to Section 7.5, the Collateral Custodian Agent shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian Agent shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsInstruments and the Loan Checklist, the Collateral Custodian Agent shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature signature, (B) filed stamped copies of the UCC and other filings (identified on the Loan Checklist) are included and (BC) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is the same as the information referenced on the related Loan List Checklist or electronic file delivered to the Collateral Agent and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (BC) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianAgent, in connection with each delivery of Underlying Instruments hereunder to the Collateral CustodianAgent, the Collateral Manager shall provide to the Collateral Custodian Agent an electronic file (in EXCEL or a comparable format acceptable to the Collateral CustodianAgent) or the related Loan Checklist that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian Agent shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian Agent shall immediately notify the Administrative Agent Agent, the Borrower and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian Agent shall within one (1) Business Day notify the Administrative Agent, the Collateral Manager and the Borrower of such determination and provide the Administrative Agent, the Collateral Manager and the Borrower with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty ten (2010) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian Agent shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. satisfy In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral CustodianAgent’s delivery of such report, the Collateral Custodian Agent shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoingforegoing expressly set forth herein, the Collateral Custodian Agent shall not have any responsibility for reviewing any Underlying Instruments. (ii) The parties to this Agreement hereby agree that the sole purpose of the Collateral Agent’s review of certain Required Loan Documents pursuant to this Section 7.2(b) is to confirm receipt of thereof by confirming certain information contained in such documents as set forth therein. The Collateral Agent’s review of such documents shall not be deemed to constitute “due diligence services” or a “third party due diligence report” as such terms are defined in Rules 17g-10 and 15Ga-2, respectively, as promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. Any recipient of any list of non-complying Loans and any exception report or a copy thereof by its receipt thereof is deemed to agree, and each party to this Agreement hereby agrees, that it shall not share such list of non-complying Loans or exception report, directly or indirectly, with any rating agency. (iii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian Agent shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian Agent makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral CustodianAgent’s duties as agent shall be limited to those expressly contemplated set forth herein. (iiiiv) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices the Collateral Agent’s office set forth in Section 5.5(c)) hereof. All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral CustodianAgent. All Underlying Instruments that are delivered to the Collateral Custodian Agent in electronic format shall be saved onto disks and/or onto the Collateral CustodianAgent’s secure computer system, and maintained in a manner so as to permit retrieval and access. (ivv) The Collateral Custodian Agent shall make payments in accordance with the express direction set forth in Section 2.7 and Section 2.8 2.8(a) and as otherwise expressly provided under this Agreement (the “Payment Duties”). (vvi) On each Reporting Date, the Collateral Custodian Agent shall provide a written report to the Administrative Agent Agent, the Borrower and the Collateral Manager (in a form acceptable to the Collateral Agent and the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vivii) The Collateral Custodian Agent shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Collateral Manager on behalf of the Borrower, re-calculate the Borrowing Base and, if the Collateral CustodianAgent’s calculation does not correspond with the calculation provided by the Borrower Collateral Manager on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day day of receipt by the Collateral Custodian Agent of such Borrowing Base Certificate. The Collateral Custodian Agent shall also make required calculations based on information provided to it for its each Payment Duties Date Statement as of the Determination Date related day that is four (4) Business Days prior to such the applicable Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The Upon the approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) ), the Payment Date Statement shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian Agent to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.82.8(a), as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian Agent shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian Agent by the Borrower and the Collateral Manager as may be reasonably required by the Collateral CustodianAgent. The Collateral Manager shall supply in a timely fashion any information maintained by it that the Collateral Agent may from time to time reasonably request with respect to the Collateral and reasonably needs to complete the reports required to be prepared by the Collateral Agent hereunder or reasonably required to permit the Collateral Agent to perform its obligations hereunder. (xix) The Collateral Custodian Agent shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xix) The Collateral Custodian Agent shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian Agent or as may be expressly required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to timetime in writing. (xiixi) The Collateral Custodian Agent shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral. (xii) If, in performing its duties under this Agreement, the Collateral Agent is required to decide between alternative courses of action, the Collateral Agent may request written instructions from the Administrative Agent as to the course of action desired. If the Collateral Agent does not receive such instructions within two (2) Business Days after its request therefor, the Collateral Agent may, but shall be under no duty to, take or refrain from taking any such courses of action. The Collateral Agent shall act in accordance with instructions received after such two (2) Business Day period except to the extent it has already taken, or committed itself to take, action inconsistent with such instructions. The Collateral Agent shall be entitled to rely on the advice of legal counsel and independent accountants obtained in good faith in performing its duties hereunder and shall be deemed to have acted in good faith if it acts in accordance with such advice. (xiii) In performing its duties, (A) the Collateral Agent shall use a similar degree of care and attention as it employs with respect to similar collateral that it holds as Collateral Agent for others and (B) all calculations made by the Collateral Agent pursuant to this Section 7.2(b) using information that is not routinely maintained by the Collateral Agent, including Advance Rate, EBITDA, Assigned Value and Unrestricted Cash of any Obligor shall be made using such amounts as provided by the Administrative Agent, Controlling Lender, Borrower or the Collateral Manager to the Collateral Agent. (xiv) Nothing herein shall prevent the Collateral Agent or any of its Affiliates from engaging in other businesses or from rendering services of any kind to any Person.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.58.5, the Collateral Custodian shall perform, perform on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Asset Documents delivered by the Borrower Seller pursuant to the definition of “Eligible Loans” Section 3.2 in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, Agent as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Asset Documents, the Collateral Custodian shall review the related Collateral and Required Loan Asset Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signaturesuch Collateral has been properly executed and has no missing or mutilated pages, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based any UCC and other filings (as set forth on a review of the applicable noteAsset Checklists) have been made, (C) an Insurance Policy exists with respect to any real or personal property constituting the Related Property, and (D) confirming the related original Loan balanceOutstanding Asset Balance, Loan identification Asset number and Obligor name with respect to such Loan Asset is referenced on the related Loan Asset List and is not a duplicate Loan, and the related original balance Asset (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Asset Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodianformat) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan related Asset List or that otherwise contains the Asset identification number and the name of the Obligor and the original Loan balance with respect to each related LoanAsset. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.58.5, the Collateral Custodian shall perform, perform on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i1) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower Seller pursuant to the definition of “Eligible Loans” Section 3.2 hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, Agent as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall review the related Asset and Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signaturesuch Asset has been properly executed and has no missing or mutilated pages, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of UCC and other filings (required by the applicable noteRequired Loan Documents) have been made, (C) an Insurance Policy exists with respect to any real or personal property constituting the Related Property, and (D) confirming the related original Outstanding Loan balanceBalance, Loan identification number and Obligor name with respect to such Loan Asset is referenced on the related Loan List and is not a duplicate Loan, and the related original balance Asset (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “"Review Criteria”"). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodianformat) that contains a list of all Required the related Loan Documents and whether they require original signatures, List or that otherwise contains the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related LoanAsset. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Outstanding Loan balances Balances of the Loans Assets it has received Required Loan Documents with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days to correct any non-compliance with any a Review Criteria. If after the conclusion of such time period the Collateral Manager Servicer has still not cured any non-compliance by an Asset with a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower Seller and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan Asset and each of the applicable Review Criteria that such Loan Asset fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s 's delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the BorrowerSeller. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii2) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Administrative Agent and the Secured Parties; provided thatprovided, however, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s 's duties as agent shall be limited to those expressly contemplated herein. (iii3) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on Schedule III attached hereto, or at such other office as shall be specified to the Administrative Agent by the Collateral Custodian in Section 5.5(c)a written notice delivered at least forty-five (45) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies Required Loan Documents shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv4) The Collateral Custodian shall make payments pursuant to the terms of the Monthly Report in accordance with Section 2.7 and Section 2.8 (the “"Payment Duties”"). (v5) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable to the Administrative Agent) identifying each Loan Asset for which it holds Underlying InstrumentsRequired Loan Documents, the non-complying Loans Assets and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii6) In performing its duties, (A) the Collateral Custodian shall comply with use the standard same degree of care and express terms of the Transaction Documents attention as it employs with respect to the collateral similar Assets that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the as Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Effective Date, and until its removal pursuant to Section 7.513.4, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) In connection with the delivery of a Loan Checklist Delivery Letter pursuant to Section 2.2(b)(iv), 2.15(a) or 2.15(c) on a Funding Date, a Substitution Date or Acquisition Date, as the case may be, no later than three (3) Business Days after such Funding Date, Substitution Date or Acquisition Date, as applicable, the Borrower shall deliver to the Administrative Agent and the Collateral Custodian electronic copies of the Required Loan Documents for the Transferred Loans Conveyed on such Funding Date, Substitution Date or Acquisition Date. The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within ten (10) Business Days following the any Funding Date (and provided the Collateral Custodian has received the Transferred Loan Checklist) with respect to the Transferred Loans Conveyed on such Funding Date and five (5) Business Days of its receipt of any Underlying InstrumentsLoan Documents and the Transferred Loan Checklist with respect to any Substitute Loans and any Acquired Loans (the “Review Period”), the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear an original or a reproduction of such signature and (B) based on a review of the applicable note, the related original initial Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In ) and shall prepare a report substantially in the form of Exhibit H (the “Custodial Receipt”) including the Exceptions Report attached as Schedule A. If so requested by the Collateral Custodian, in order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) or the related Transferred Loan Checklist that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at At the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic filethere are discrepancies in any Review Criteria, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with include a list of the non-complying Loans Review Criteria discrepancies (an “Exception Report”) in its Custodial Receipt to the Servicer and the applicable Review Criteria that they fail to satisfyAdministrative Agent. The Collateral Manager Servicer shall have twenty ten (2010) Business Days to correct any non-compliance with any Review CriteriaCriteria listed on the Exception Report. If after the conclusion of such time period the Collateral Manager Servicer has still not cured any non-compliance by a Loan with any Review Criteriadiscrepancies listed on the Exception Report to the Administrative Agent’s satisfaction, the Collateral Custodian Administrative Agent shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report notice to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfyServicer. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager Borrower and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such reportAgent, the Collateral Custodian shall return the Underlying Instruments Loan Documents for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsLoan Documents. The Borrower shall deliver, or cause to be delivered, to the Collateral Custodian all of the Required Loan Documents for each Loan Document owned by the Borrower at any time during the term of this Agreement at the address identified herein. The Collateral Custodian shall not be responsible for any Loan Document until actually received by it. Notwithstanding any language to the contrary herein, the Collateral Custodian shall make no representations as to, and shall not be responsible to verify, (i) the validity, legality, ownership, title, perfection, priority, enforceability, due authorization, recordability, sufficiency for any purpose, or genuineness of any of the documents contained in the Loan Documents or (ii) the collectability, insurability, effectiveness or suitability of any such Loan Document. (ii) In taking and retaining custody of the Underlying InstrumentsLoan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments Loan Documents that are originals or copies of promissory notes or allonges shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c)the Custody Facilities. All Underlying Instruments Loan Documents that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit identification, retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments Loan Documents that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Servicer and the Administrative Agent may request that the Collateral Custodian shall make payments in accordance with Section 2.7 provide an updated list of Loans for which it holds Required Loan Documents and Section 2.8 (the “Payment Duties”)related Exception Report. (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsLoan Documents, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal or replacement pursuant to Section 7.511.05 or Section 11.07, as applicable, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1I) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments is less than as Required Loan Documents does not match the balance set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one (1) Business Day, and or (2II) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Administrative Agent and the Servicer of such determination and provide deliver to the Collateral Manager with Administrative Agent and the Servicer a certification substantially in the form attached hereto as Exhibit P that includes a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at ▇▇▇▇ ▇▇▇▇ ▇▇▇, Florence, South Carolina, 29501, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) The Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shallshall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, promptly upon its actual receipt of a Borrowing Base Certificate from and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the Borrower, re-calculate the Borrowing Base and, if other Transaction Documents or otherwise exist against the Collateral Custodian’s calculation does not correspond with . Without limiting the calculation provided generality of the foregoing, it is hereby expressly agreed and stipulated by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by other parties hereto that the Collateral Custodian of such Borrowing Base Certificateshall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. The Collateral Custodian shall also make required calculations for its Payment Duties as not be deemed to assume any obligations or liabilities of the Determination Date related Borrower or Servicer hereunder or under any other Transaction Document. (i) The Collateral Custodian agrees to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, cooperate with the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, Closing Date and until its removal pursuant to Section 7.5, the Collateral Custodian Backup Servicer shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian On or before the Closing Date, the Servicer shall take deliver and retain custody Backup Servicer shall accept from the Servicer delivery of the Required Loan Documents delivered by information required to be set forth in the Borrower pursuant Servicing Reports (if any) in hard copy and in Microsoft EXCEL® or a comparable format. (ii) Not later than 12:00 noon on each Reporting Date, the Servicer shall deliver to the definition of “Eligible Loans” in accordance with Backup Servicer the terms loan tape, which shall include but not be limited to the following information: (x) for each Loan, the name and conditions of this Agreement, all for the benefit number of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instrumentsrelated Obligor, the Collateral Custodian shall review collection status, the Required loan status, the Eligible Assets categories, the date of each Scheduled Payment and the Outstanding Loan Documents delivered to it to confirm that Balance, (Ay) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature Borrowing Base and (Bz) based on a review of the applicable note, the related original Aggregate Outstanding Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance Balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review CriteriaTape”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each The Backup Servicer shall accept delivery of Underlying Instruments hereunder the Tape. (iii) [Reserved]. (iv) Provided that the Backup Servicer has received all reports, data and information from the Servicer within the time frames set forth in this Section, prior to the Collateral Custodianrelated Payment Date, the Collateral Manager Backup Servicer shall review the Servicing Report to ensure that it is complete on its face and that the following items in such Servicing Report have been accurately calculated, if applicable, and reported: (A) the Borrowing Base, (B) the Backup Servicing Fee, (C) the Loans that are 90+ days past due and (D) the Aggregate Outstanding Loan Balance. The Backup Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number Administrative Agent and the name Servicer with a monthly certification substantially in the form attached hereto as Exhibit K (the “Backup Servicer Monthly Certification”) confirming the accurate calculation of such items in the Obligor Servicing Report and that the original Loan balance Servicing Report is complete on its face. In the event of any discrepancy with respect to each related Loan. If, at the conclusion of Servicing Report based on such review, the Collateral Custodian Backup Servicer shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancy, and (2) any Review Criteria is discrepancy not satisfied, later than the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of preceding such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”)Date. (v) On each Reporting DateIf the Servicer disagrees with the report provided under paragraph (iv) above by the Backup Servicer or if the Servicer has not reconciled any material discrepancy, the Collateral Custodian Backup Servicer agrees to confer with the Servicer to resolve such disagreement on or prior to the next succeeding date of determination and shall provide a written settle such discrepancy with the Servicer if possible, and notify the Administrative Agent of the resolution thereof. The Servicer hereby agrees to cooperate at its own expense with the Backup Servicer in reconciling any discrepancies herein. If within twenty (20) days after the delivery of the report provided under paragraph (iv) above by the Backup Servicer, such discrepancy is not resolved, the Backup Servicer shall promptly notify the Administrative Agent of the continued existence of such discrepancy. Following receipt of such notice by the Administrative Agent, the Servicer shall deliver to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review Backup Servicer no later than two (2) Business Days prior to such the next Payment Date. The approval Date a certificate describing the nature and amount of such calculations (which may be by email) by material discrepancies and the Collateral Manager (or after delivery of a Notice of Exclusive Control, actions the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) Servicer proposes to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents take with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodianthereto. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Closing Date until Restatement Date, and the Collateral Custodian was in compliance with its custodial obligations under the Original Agreement in all material respects. From the Restatement Date until its removal pursuant to Section 7.512.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signaturesuch Required Loan Documents have been properly executed and have no mutilated pages, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based UCC and other filings (required by the Required Loan Documents) have been made as listed on a review of the applicable noteLoan Asset Checklist, (C) if listed on the related original Loan balanceAsset Checklist, Loan identification number and Obligor name an Insurance Policy exists with respect to such Loan is referenced on any real or personal property constituting the related Loan List and is not a duplicate LoanUnderlying Collateral, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one Business Day, and or (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E N) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on the address of the Collateral Custodian in Section 5.5(c)11.02, or at such other office as shall be specified to the Agent and the Servicer by the Collateral Custodian in a written notice delivered at least 30 days (or such shorter notice period as consented to by the Agent) prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to Ares and its Affiliates and subsidiaries; provided, however, that the Collateral Custodian’s secure computer system, Custodian shall segregate any commingled files upon written request of the Agent and maintained in a manner so as to permit retrieval and accessthe Borrower. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 On the 12th calendar day of every month (or if such day is not a Business Day, the “Payment Duties”next succeeding Business Day). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent (who will provide each Lender with a copy promptly upon receipt thereof) and the Servicer (in a form mutually agreeable to the Agent and the Collateral Manager (in a form acceptable to the Administrative AgentCustodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (viiv) In performing its duties, (A) the Collateral Custodian shall comply with use the standard same degree of care and express terms of the Transaction Documents attention as it employs with respect to the similar collateral that it holds hereunder as collateral custodian for others. (i) The Collateral Custodian agrees to cooperate with the Agent and the Trustee and deliver any Required Loan Documents to the Trustee or Agent (B) calculations made pursuant to a written request in the form of Exhibit N), as applicable, as requested in order to take any action that the Trustee or the Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided receives instructions from the Trustee, the Servicer or the Borrower which conflict with any instructions received by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulationsAgent, the Collateral Custodian in order shall rely on and follow the instructions given by the Agent. (ii) The Agent may direct the Collateral Custodian to help fight take any such incidental action hereunder. With respect to other actions which are incidental to the funding of terrorism and money launderingactions specifically delegated to the Collateral Custodian hereunder, is the Collateral Custodian shall not be required to obtaintake any such incidental action hereunder, verifybut shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Agent; provided that the Collateral Custodian shall not be required to take any action hereunder at the request of the Agent, and record information that identifies each person any Secured Party or legal entity that establishes a relationship or opens an account with otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian. The Borrower hereby agrees that it , (x) shall provide be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with such information as it may reasonably request including, but not limited to, respect thereto). In the Borrower’s name, physical address, tax identification number and other information that will help event the Collateral Custodian identify requests the consent of the Agent and verify the Borrower’s identity Collateral Custodian does not receive a consent (and in certain circumstanceseither positive or negative) from the Agent within 10 Business Days of its receipt of such request, then the beneficial owners thereof) such as organizational documents, certificate of good standing, license Agent shall be deemed to do business, or other pertinent identifying informationhave declined to consent to the relevant action. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding DateClosing Date until its resignation pursuant to Section 12.07, and until its removal pursuant to Section 7.512.05, or the payment in full of all Obligations and the termination of all Commitments hereunder, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the items in clause (a) of the definition of Required Loan Documents in original form and the Collateral Administrator shall take and retain custody of electronic copies of the items in the definition of Required Loan Documents, (including any copies of original items described in clause (a) of such definition) and the Loan Asset Checklist, in each case delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, (including, in the case of any items in clause (a) of the definition thereof, electronic copies of such items), the related Loan Tape and an electronic copy of the Loan Asset Checklist, the Collateral Custodian Administrator shall review the items in the definition of Required Loan Documents to confirm that, on their face, (each item listed in the Loan Asset Checklist required to be delivered to it the Collateral Administrator pursuant to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison this Agreement has been provided to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape Collateral Administrator (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianAdministrator, in connection with each delivery of Underlying Instruments applicable Required Loan Documents hereunder to the Collateral CustodianAdministrator, the Collateral Manager Servicer shall provide to the Collateral Custodian Administrator an electronic file copy (in EXCEL or a comparable format acceptable to the Collateral CustodianAdministrator) that of the related Loan Asset Checklist which contains a list of all the Loan Asset information with respect to the applicable Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Administrator’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist and the Collateral Administrator shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian Administrator shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian Administrator shall within one (1) three Business Day Days notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer (which may be via email) with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E L) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral CustodianAdministrator’s delivery notification to the Servicer of such reportits review of the Review Criteria, the Collateral Custodian Administrator shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian and Collateral Administrator shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian and the Collateral Administrator, as applicable, shall be deemed to be acting as the agent of the Secured Parties; provided that, that neither the Collateral Custodian nor the Collateral Administrator makes no any representations as to to, and shall be responsible for, the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s and the Collateral Administrator’s respective duties as agent shall be limited to those expressly contemplated hereinherein and no implied obligations or responsibilities shall be read into this Agreement against or on the part of the Collateral Custodian or the Collateral Administrator, as applicable. (iii) All Underlying Instruments that are originals or copies original promissory notes actually delivered to the Collateral Custodian shall be kept at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇. ▇▇▇▇, Minnesota 55108, Attention: CLO Trust Services—OSCF LENDING V SPV, LLC, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in fire resistant vaults, rooms a written notice delivered at least 30 days (or cabinets at its offices set forth in Section 5.5(c)such shorter notice period as consented to by the Administrative Agent) prior to such change. All Underlying Instruments that are originals such documents delivered to the Collateral Custodian must be sent by trackable courier service (e.g., UPS or copies Federal Express) All Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The (x) On the Reporting Date of each month and (y) upon demand of the Administrative Agent (provided that prior to the occurrence and continuance of an Event of Default (that has not been waived), the Administrative Agent shall not make such demand more than four times per calendar year), the Collateral Custodian and the Collateral Administrator shall make payments identify each Loan Asset for which it holds any Required Loan Documents and the Collateral Administrator shall identify any applicable Review Criteria that any Loan Asset fails to satisfy, in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”)Article XII. (v) On each Reporting DateNotwithstanding any provision to the contrary elsewhere in the Transaction Documents, neither the Collateral Custodian shall provide a written report to the Administrative Agent and nor the Collateral Manager (Administrator shall have any fiduciary relationship with any party hereto or any Secured Party in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instrumentsits capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the non-complying Loans other Transaction Documents or otherwise exist against the Collateral Custodian or the Collateral Administrator. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the applicable Review Criteria other parties hereto that neither the Collateral Custodian nor the Collateral Administrator shall be required to exercise any non-complying Loan fails to satisfydiscretion hereunder and shall have no investment or management responsibility. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, Administrator agree to cooperate with the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents held by it to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit L), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) allow the Administrative Agent or the Collateral Agent to take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian shall rely on and follow the instructions given by the Administrative Agent (provided that the Collateral Custodian shall provide notice of any such conflicting instructions to withdraw on each of the related Payment Date from Borrower and the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicableServicer). (vii) In performing its duties, (A) The parties acknowledge and agree that the Collateral Custodian shall comply with is not expecting to receive a significant number of original Required Loan Documents. In the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by event the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by receives an amount in excess of its reasonable expectation, as determined in its sole discretion, the Collateral Custodian may either appoint a sub-agent custodian, or require the Borrower or the Collateral Manager to enter into a document custody agreement in form and substance reasonably acceptable to the Collateral CustodianBorrower directly with a separate custodian, in respect of such original Required Loan Documents. (viii) The parties Administrative Agent may direct the Collateral Custodian and the Collateral Administrator to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian or the Collateral Administrator, as applicable, hereunder, neither the Collateral Custodian nor the Collateral Administrator shall be required to take any such incidental action, hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Administrative Agent; provided that neither the Collateral Custodian nor the Collateral Administrator shall be required to take any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, or the Collateral Administrator, as applicable (x) shall be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose such party to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian or the Collateral Administrator, as applicable, requests the consent of the Administrative Agent and the Collateral Custodian or the Collateral Administrator, as applicable does not receive a consent (either positive or negative) from the Administrative Agent within 10 Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the relevant action. (ix) Neither the Collateral Custodian nor the Collateral Administrator shall be liable for any action taken, suffered or omitted by it in accordance with the request or direction of any Secured Party, to the extent that this Agreement provides such Secured Party the right to so direct the Collateral Custodian, or the Collateral Administrator, as applicable, or the Administrative Agent. Neither the Collateral Custodian nor the Collateral Administrator shall be deemed to have actual or constructive knowledge or notice of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian or Collateral Administrator receives written notice thereof. (x) [Reserved]. (xi) The Borrower acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot PATRIOT Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s its name, physical address, tax identification number and other information that will help the Collateral Custodian to identify and verify the Borrower’s its identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixxii) The Collateral Custodian shall create a collateral database In connection with respect to each Payment Date, the Collateral (Administrator shall calculate, using the “Collateral Database”), and update information contained in the Collateral Database daily for changes, including to reflect the sale or and any other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required normally maintained by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide subject to the Collateral Manager daily reports reflecting such actions as Administrator’s receipt from the Servicer of the close information required to be provided to the Collateral Administrator, each item required to be included the Servicing Report pursuant to Section 6.08(b)(ii) and shall prepare and arrange for the delivery of business on such information to be included in the preceding Servicing Report and shall deliver a draft of such Payment Date Report not later than the day that is four (4) Business Day. Days prior to the applicable Payment Date to the Borrower and the Servicer (xiand, following the delivery of a Notice of Exclusive Control, the Collateral Agent and the Servicer) for the Servicer’s (or Collateral Agent’s, as applicable) review. The parties acknowledge and agree that the Servicer shall provide, and the Collateral Custodian Administrator shall provide such other have no duty or responsibility to determine, the underlying information (or perform the underlying calculations) provided to it. The parties further acknowledge that the Collateral Administrator shall not be responsible for determining the Interest with respect to the Collateral as may any Advance, which shall be routinely maintained solely provided by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to timeAgent. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until Until its removal pursuant to Section 7.513.4, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered to it by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instrumentspurported Loan Documents, the Loan Checklist and an updated Loan List (the “Review Period”), or, if more than fifty (50) Loan Documents are delivered on any particular Business Day, such greater time period that is mutually acceptable to the Borrower, the Administrative Agent and the Collateral Custodian (which acceptance may be conclusively confirmed by e-mail), the Collateral Custodian shall review the purported Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate Loan Checklist indicates that any document must contain an original signature, each such document appears to bear the original signature, or if the file Loan Checklist indicates that such document must may contain a copy of a signature, that such copies appear document appears on its face to bear a reproduction of such signature and (B) based on a review of the applicable notenote (or the applicable Contract, in the case of an Equipment Finance Loan), the related original initial Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Checklist and the Loan to which such Required Loan Documents relate is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file the updated Loan List (in EXCEL or a comparable format acceptable to the Collateral Custodian) and the related Loan Checklist that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within Within one (1) Business Day notify after the end of the Review Period, the Collateral Manager Custodian shall deliver to the Borrower, the Servicer, and the Administrative Agent a certificate substantially in the form of such determination and provide Exhibit I attached hereto (the “Custodial Certificate”), which shall indicate whether any Required Loan Documents listed on the Loan Checklist are not included in the Required Loan Documents so delivered to the Collateral Manager with Custodian and include a list report of exceptions to the non-complying Loans and the applicable Review Criteria that they fail to satisfy(each, an “Exception Report”). The Collateral Manager Servicer shall have twenty (20) Business Days days to correct any non-compliance with any Review Criteria. If after the conclusion of ; provided, however that if such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria pertains to the Borrower. Other than the foregoingreceipt of original recorded documents from a filing office, the Collateral Custodian such period shall not have any responsibility for reviewing any Underlying Instrumentsbe one hundred twenty (120) days. (ii) In taking and retaining custody of the Underlying InstrumentsLoan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments Loan Documents that are originals or copies of Contracts (in the case of Equipment Finance Loans), promissory notes, stock powers, or allonges (other than documents delivered in Electronic Form) shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c)the Custody Facilities. All Underlying Instruments Loan Documents that are originals or copies shall be placed together with an appropriate identifying label (other than documents in Electronic Form) and maintained in such a manner so as to permit identification, retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be keep the Required Loan Documents clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and accessits files. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”)[Reserved]. (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer a written report (in a form acceptable to the Administrative Agent) ), identifying each Loan for which it holds Underlying InstrumentsLoan Documents, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfyan Exception Report. (vi) The Collateral Custodian shallwas not engaged to perform any of the services in this Agreement for the purpose of making findings with respect to the accuracy of the information or data regarding the Loan Documents provided to the Collateral Custodian hereunder as contemplated by Rule 17g-10 under the Securities Exchange Act of 1934, promptly upon its actual receipt as amended. Given the purpose and scope of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does services under this Agreement, the parties hereto agree that the Collateral Custodian’s services are not correspond with commonly understood in the calculation provided by market to be “due diligence services” for purposes of Rule 17g-10. The parties hereto do not consider the Borrower on such Borrowing Base Certificate, deliver such calculation Collateral Custodian’s services to each be “due diligence services” for purposes of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by Rule 17g-10. The parties hereto hereby acknowledges that the Collateral Custodian is relying on this certification for purposes of determining that its services do not constitute “due diligence services” under Rule 17g-10. (vii) The Collateral Custodian shall be under no responsibility or duty with respect to the disposition of any Loan Documents while such Borrowing Base CertificateLoan Documents are not in its possession in accordance with the terms of this Agreement. The Collateral Custodian shall also make be entitled to retain copies of any Loan Documents for so long as required calculations for by its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Dateinternal document retention policy. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect not be responsible to verify the Collateral authenticity of any signature (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale whether original or other disposition facsimile) on any of the Collateral, based upon, and documents received or examined by it or the authority or capacity of any Person to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the execute or issue any such document. The Collateral Custodian’s services hereunder shall be conducted through the Document Custody division of Computershare (including, as applicable, any agents or affiliates utilized thereby). (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.58.5, the Collateral Custodian Trustee shall perform, perform on behalf of the Administrative Agent and the Secured Parties, Parties the following duties and obligations: (i) The Collateral Custodian Trustee shall take and retain custody of the Required Loan Documents delivered by the Borrower Seller pursuant to the definition of “Eligible Loans” Section 3.2 hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent Trustee for the benefit of the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the Collateral Custodian Trustee shall review the related Required Loan Documents delivered to it (as identified on the related Loan Checklist) to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signaturesuch documents have been properly executed and have no missing or mutilated pages, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based as identified on a review of the applicable noteLoan Checklist, there is evidence in the file that UCC and other filings (required by the Required Loan Documents) have been made, (C) if listed on the Loan Checklist, an Insurance Policy exists with respect to any real or personal property constituting the Related Property, and (D) the related original Loan balancePrincipal Balance, Loan identification Asset number and Obligor name with respect to such Loan Asset is referenced on the related Loan Asset List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape Asset (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianTrustee, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral CustodianTrustee, the Collateral Manager Servicer shall provide to the Collateral Custodian Trustee an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodianformat) that contains a list of all Required the related Loan Documents and whether they require original signatures, Checklist or that otherwise contains the Loan Asset identification number and the name of the Obligor and the original Loan balance with respect to each related LoanAsset. If, at the conclusion of such review, the Collateral Custodian Trustee shall determine that (1i) the original Loan balances Principal Balances of the Loans with respect to Collateral for which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic file, the Collateral Custodian Trustee shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancy, and (2ii) any Review Criteria is not satisfied, the Collateral Custodian Trustee shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager Servicer has still not cured any non-compliance by a Loan an Asset with any Review CriteriaCriterion, the Collateral Custodian Trustee shall promptly notify the Collateral Manager, the Borrower Seller and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan Asset and each of the applicable Review Criteria Criterion that such Loan Asset fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral CustodianTrustee’s delivery of such report, the Collateral Custodian Trustee shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria Criterion to the BorrowerSeller. Other than the foregoing, the Collateral Custodian Trustee shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian Trustee shall be deemed to be acting as the agent of the Administrative Agent and the Secured Parties; provided that, that the Collateral Custodian Trustee makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral CustodianTrustee’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on Schedule III attached hereto, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Trustee in Section 5.5(c)a written notice delivered at least 45 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies Required Loan Documents shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and accessTrustee. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian Trustee shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable to the Administrative Agent) identifying each Loan Asset for which it holds Underlying InstrumentsRequired Loan Documents, the non-complying Loans Assets and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (v) Prior to acquiring a Loan, the Seller or the Servicer will provide the Trustee with a Trade Ticket, together with the proposed form of Borrowing Notice to be used in connection therewith. (vi) The Collateral Custodian shallNot later than 12:00 p.m. four Business Days following the related Determination Date, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation Servicer shall provide to each of the Administrative Agent, Borrower the Backup Servicer and Collateral Manager within one the Trustee via e-mail certain asset level information, which shall include but not be limited to the following information: (1x) Business Day of receipt by for each Loan, the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as name and number of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive ControlObligor, the Administrative Agent and collection status, the Collateral Manager) for loan status, the Collateral Manager’s (or Administrative Agent’sdate of each Scheduled Payment, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and the Principal Balance, (y) the Borrowing Base and (z) the Principal Collateral Value and such other items as may reasonably be expected in accordance connection with the priorities established, in Section 2.7 or Section 2.8, as applicabletransactions contemplated by this Agreement. (vii) Promptly after receipt thereof, the Trustee shall provide to the Servicer a copy of all written notices and communications identified as being sent to it in connection with the Collateral held hereunder which it receives from the related Obligor, participating bank and/or agent bank. In no instance shall the Trustee be under any duty or obligation to take any action on behalf of the Servicer (or Seller) in respect of the exercise of any voting or consent rights, or similar actions, unless it receives specific written instructions from the Servicer, prior to the occurrence of a Termination Event or the Administrative Agent, after the occurrence of a Termination Event, in which event the Trustee shall vote, consent or take such other action in accordance with such instructions. (viii) In performing its duties, (A) the Collateral Custodian Trustee shall comply with use the standard same degree of care and express terms of the Transaction Documents attention as it employs with respect to the similar collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodianas Trustee for others. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments[Reserved]. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein[Reserved]. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (viv) On each Reporting Date, the The Collateral Custodian shall provide a written daily report to the Administrative Agent and the Collateral Manager of (in x) all deposits to and withdrawals from the Accounts for each Business Day and the outstanding balances as of the end of each Business Day, and (y) a form acceptable to report of settled trades for each Business Day. (v) On or before the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsEffective Date, the non-complying Loans Collateral Custodian shall accept from the Collateral Manager delivery of the information required to be set forth in the Borrowing Base Certificate in hard copy and on computer tape; provided that the computer tape is in an MS DOS, PC readable ASCII format or other format to be agreed upon by the Collateral Custodian and the applicable Review Criteria that any non-complying Loan fails Collateral Manager on or prior to satisfyclosing. (vi) The Not later than 12:00 noon (New York City Time) onOn each Monthly Reporting Date, the Collateral Manager shall deliver to the Collateral Custodian shallthe loan tape, promptly upon its actual receipt which shall include but not be limited to the following information: (x) for each Loan, the name and number of a Borrowing Base Certificate from the Borrowerrelated Obligor, re-calculate the collection status, the loan status, an indication of whether or not such Loan is an Eligible Loan, the date of each Scheduled Payment and the Outstanding Balance, (y) the Borrowing Base andand (z) the Adjusted Borrowing Value of each Loan and such other information, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificateincluding any information related to an Approved Foreign Currency, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by as may be reasonably required for the Collateral Custodian of to perform its duties hereunder (such Borrowing Base Certificateloan tape, the “Tape”). The Collateral Custodian shall also make required calculations for its Payment Duties as accept delivery of the Determination Date Tape. (vii) Prior to the related to such Quarterly Payment Date, the Collateral Custodian shall review the Quarterly Payment Date Report to ensure that it is complete on its face and, based solely on the information provided in the Tape, that the following items in such Quarterly Payment Date Report have been accurately calculated, if applicable, and deliver such calculations to reported: (A) the Borrower Borrowing Base, (B) the Collateral Custodian Fee and the Document Agent Fee, (C) the Adjusted Borrowing Value of each Loan and (D) Availability. The Collateral Manager (and, following the delivery of Custodian by a Notice of Exclusive Control, separate written report shall notify the Administrative Agent and the Collateral Manager) for Manager of any disagreements with the Collateral Manager’s (or Administrative Agent’s, as applicable) Quarterly Payment Date Report based on such review no not later than two (2) the Business Days prior Day preceding such Quarterly Payment Date to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablePersons. (viiviii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) all calculations made by the Collateral Custodian pursuant to this Section 7.2(b) using Advance Rate, EBITDA and Unrestricted Cash of any Obligor (or, with respect to Advance Rate, Loan) shall be made using information such amounts and an Approved Foreign Currency as provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with Custodian on the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying informationTape. (ix) The In performing its duties, the Collateral Custodian shall create use a collateral database commercially reasonable degree of care and attention required or expected with respect to the Collateral (the “Collateral Database”), provision of similar services and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodiansimilar loans. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Effective Date until its removal pursuant to Section 7.514.5, the Collateral Document Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Document Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents and the Loan Checklist (the “Review Period”), the Collateral Document Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear an original or a reproduction of such signature and (B) based on a review of the applicable note, the related original initial Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Collateral Report and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Document Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Document Custodian, the Collateral Manager shall provide to the Collateral Document Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Document Custodian) listing Loan Identification Number, Name of Obligor, and initial Loan balance and the related Loan Checklist per file that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at After the conclusion of such reviewReview Period, the Collateral Document Custodian shall determine that (1) the original Loan balances of the Loans with respect execute and deliver to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written certification (a “Document Custodian Certificate”) substantially in the form attached hereto as Exhibit K, including an attached exception report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy(an “Exception Report”). In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Document Custodian’s delivery of such report, the Collateral Document Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Document Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything herein to the contrary, the Document Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Document Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Document Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Document Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Document Custodian located at ▇▇▇▇ ▇▇▇▇ ▇▇▇, Florence, SC 129501, or at such other office as shall be specified to the Administrative Agent and the Collateral Manager by the Document Custodian in Section 5.5(c)a written notice delivered at least 30 days prior [Investcorp] Loan and Security Agreement to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Document Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by files of the Collateral Document Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Document Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsRequired Loan Documents and including an Exception Report. (v) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the non-complying Loans Document Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the applicable Review Criteria other Transaction Documents or otherwise exist against the Document Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Document Custodian shall not be required to exercise any non-complying Loan fails discretion hereunder and shall have no investment or management responsibility. The Document Custodian shall not be deemed to satisfyassume any obligations or liabilities of the Borrower or Collateral Manager hereunder or under any other Transaction Document. (vi) The Collateral Administrative Agent may direct the Document Custodian shallto take any action incidental to its duties hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Document Custodian hereunder, promptly the Document Custodian shall not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each direction of the Administrative Agent; provided that, Borrower and Collateral Manager within one (1) Business Day the Document Custodian shall not be required to take any action hereunder at the request of receipt by the Collateral Custodian Administrative Agent or otherwise if the taking of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as action, in the reasonable determination of the Determination Date related Document Custodian, (x) shall be in violation of any Applicable Law or contrary to such Payment Date, and deliver such calculations any provisions of this Agreement or (y) shall expose the Document Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the Borrower and event the Collateral Manager (and, following Document Custodian requests the delivery consent of a Notice of Exclusive Control, the Administrative Agent and the Collateral ManagerDocument Custodian does not receive a consent (either positive or negative) for from the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Agent within 10 Business Days prior to such Payment Date. The approval of its receipt of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Controlrequest, then the Administrative Agent) Agent shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) be deemed to have declined to consent to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablerelevant action. (vii) In performing its duties, (A) the Collateral The Document Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that not be liable for any action taken, suffered or omitted by it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under request or direction of any Secured Party, to the USA Patriot Act and its implementing regulations, extent that this Agreement provides such Secured Party the Collateral Custodian in order right to help fight so direct the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Document Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Document Custodian shall create a collateral database with respect not be deemed to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changeshave notice or knowledge of any matter hereunder, including to reflect the sale or other disposition an Event of Default, unless a Responsible Officer of the Collateral, based upon, and to the extent of, information furnished to the Collateral Document Custodian has knowledge of such matter or written notice thereof is received by the Borrower as may be reasonably required by the Collateral Document Custodian. (x) The Collateral Custodian shall track the receipt . [Investcorp] Loan and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Security Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower Loan Parties pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within USActive 56057294.10 one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty ten (2010) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower Loan Parties and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the BorrowerLoan Parties. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, provided further that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices as set forth in Section 5.5(c)) hereof. All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the BorrowerLoan Parties, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower Loan Parties on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower Loan Parties and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower Loan Parties or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under laws and executive orders of the United States or any state or political subdivision thereof as are in effect from time to time applicable to financial institutions relating to the funding of terrorist activities and money laundering, including without limitation the USA Patriot Act and its implementing regulationsregulations USActive 56057294.10 promulgated by the Office of Foreign Asset Control, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower Each Loan Party hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrowersuch Loan Party’s name, physical address, tax identification number and other information that will help the Collateral Custodian to identify and verify the Borrowersuch Loan Party’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.511.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) if listed on the file indicates that such document must contain Loan Asset Checklist, filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “"Review Criteria”"). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian's obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1I) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one (1) Business Day, and or (2II) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans non‑complying Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance non‑compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s 's delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s 's duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents in physical form shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at The Depository Trust Company, ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇ – 5th floor, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attn: BNY Mellon/Branch Deposit Department, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On From the Closing Date until its resignation pursuant to Section 11.07 or before the initial Funding Date, and until its removal pursuant to Section 7.511.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents (the “Review Period”), the related Loan Asset Schedule and an electronic copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) if listed on the file indicates that such document must contain Loan Asset Checklist, filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal , and to the applicable loan balance listed extent such note or assignment agreement has been delivered to the Collateral Custodian), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable copy of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. IfNotwithstanding anything herein to the contrary, at the conclusion Collateral Custodian’s obligation to review the Required Loan Documents received by it shall be limited to reviewing such Required Loan Documents based on the information provided on the electronic copy of such reviewthe Loan Asset Checklist. In receiving any Required Loan Documents hereunder, and in maintaining any listing or providing any report or communication with respect to the Required Loan Documents held hereunder, the Collateral Custodian shall determine that (1) be required only to review such Required Loan Documents in accordance with the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less Review Criteria. Not later than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify after the Review Period, the Collateral Manager of such determination Custodian shall execute and provide deliver to the Collateral Manager with a list of Borrower, the non-complying Loans Servicer and the applicable Administrative Agent a certification more fully described below (a “Collateral Custodian Certification”) substantially in the form attached hereto as Exhibit L, including an attached exception report (an “Exception Report”), listing any Required Loan Document listed on the Loan Asset Checklist not included in the related Loan File (which Exception Report shall include any document that does not satisfy the Review Criteria that they fail to satisfyCriteria). The Collateral Manager Servicer shall have twenty five (205) Business Days after receipt thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at the address of the Collateral Custodian located at ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ St., 9th Floor, Chicago, IL 60606 and after December 26, 2017 at its offices set forth address located at ▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ St., 9th Floor, Chicago, IL, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments also maintain records of the total number of Loan Files that do not have the Required Loan Documents provided on the Loan Asset Checklist and will forward such total to the Collateral Agent for inclusion in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”)each Monthly Report. (v) On each Reporting DateNotwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall provide not have or be deemed to have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. The Collateral Custodian shall not be deemed to assume any obligations or liabilities of the Borrower or Collateral Agent hereunder or under any other Transaction Document. (i) The Collateral Custodian agrees to deliver any Required Loan Documents to the Collateral Agent or Administrative Agent (pursuant to a written report request in the form of Exhibit J), as applicable, as requested by the Administrative Agent in order to take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. (ii) The Administrative Agent may direct the Collateral Custodian in writing to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian hereunder, the Collateral Custodian shall not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Administrative Agent; provided that the Collateral Custodian shall not be required to take any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Manager Custodian does not receive a consent (in a form acceptable either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfyrelevant action. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished that this Agreement provides such Secured Party the right to the Collateral Custodian by the Borrower as may be reasonably required by so direct the Collateral Custodian, or the Administrative Agent. (xiv) The Collateral Custodian shall track the receipt and daily allocation not be deemed to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as have knowledge or notice of the close occurrence of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by an Event of Default, Unmatured Event of Default or Servicer Default, unless the Collateral Custodian has received written notice from a Lender, the Borrower or as may be required by the Servicer referring to this Agreement, in each case describing such Event of Default, Unmatured Event of Default or Servicer Default and stating that such notice is a “Notice of Event of Default,” “Notice of Unmatured Event of Default” or “Notice of Servicer Default,” as applicable. In the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrowerabsence of receipt of such notice, the Collateral Manager and the Administrative Agent upon receiving noticesCustodian may conclusively assume that there is no Default, reports Event of Default or proxies or any other requests relating to corporate actions affecting the CollateralServicer Default.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian Backup Servicer shall perform, on behalf of the Administrative Agent and Trustee for the benefit of the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant Prior to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instrumentsrelated Payment Date, the Collateral Custodian Backup Servicer shall review the Required Loan Documents delivered Servicing Report to ensure that it is complete on its face and that the following items in such Servicing Report have been accurately calculated, if applicable, and reported based on the information provided by the Servicer pursuant to confirm that Section 8.2(b)(vi): (A) if the files delivered per the following sentence indicate that any document must contain an original signatureBorrowing Base, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable noteTrustee Fee and Backup Servicing Fee, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1C) the original Loan balances of Loans that are current and not past due, (D) the Loans with respect to which it has received Underlying Instruments is less than as set forth on that are 1 - 30 days past due, (E) the electronic fileLoans that are ▇▇ - ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇, (▇) the Collateral Custodian Loans that are ▇▇ - ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇, (▇) the Loans that are 90+ days past due, (H) the Pool Delinquency Ratio, (I) the Pool Charged-Off Ratio and (J) the Aggregate Outstanding Loan Balance. The Backup Servicer by a separate written report shall immediately notify the Administrative Agent and the Collateral Manager Servicer of any disagreements with the Servicing Report based on such discrepancy, and (2) any Review Criteria is review not satisfied, later than the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of preceding such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report Payment Date to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsPersons. (ii) In taking and retaining custody of If the Underlying InstrumentsServicer disagrees with the report provided under paragraph (i) above by the Backup Servicer or if the Servicer or any subservicer has not reconciled such discrepancy, the Collateral Custodian shall be deemed Backup Servicer agrees to be acting as confer with the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as Servicer to resolve such disagreement on or prior to the existence, perfection or priority of any Lien on next succeeding Determination Date and shall settle such discrepancy with the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer systemServicer if possible, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to notify the Administrative Agent and of the Collateral Manager resolution thereof. The Servicer hereby agrees to cooperate at its own expense with the Backup Servicer in reconciling any discrepancies herein. If within 20 days after the delivery of the report provided under paragraph (in a form acceptable i) above by the Backup Servicer, such discrepancy is not resolved, the Backup Servicer shall promptly notify the Administrative Agent of the continued existence of such discrepancy. Following receipt of such notice by the Administrative Agent, the Servicer shall deliver to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans Secured Parties and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower Trustee and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review Backup Servicer no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from a certificate describing the applicable Collection Account nature and pay or transfer amounts set forth in amount of such report in discrepancies and the manner specified, and in accordance with actions the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents Servicer proposes to take with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodianthereto. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Original Closing Date until its removal pursuant to Section 7.514.5, the Collateral Document Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Document Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents and the Loan Checklist (the “Review Period”), the Collateral Document Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear an original or a reproduction of such signature and (B) based on a review of the applicable note, the related original initial Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Collateral Report and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Document Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Document Custodian, the Collateral Manager shall provide to the Collateral Document Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Document Custodian) listing Loan Identification Number, Name of Obligor, and initial Loan balance and the related Loan Checklist per file that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at After the conclusion of such reviewReview Period, the Collateral Document Custodian shall determine that (1) the original Loan balances of the Loans with respect execute and deliver to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written certification (a “Document Custodian Certificate”) substantially in the form attached hereto as Exhibit K, including an attached exception report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy(an “Exception Report”). In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Document Custodian’s delivery of such report, the Collateral Document Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Document Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything herein to the contrary, the Document Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Document Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Document Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Document Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Document Custodian located at ▇▇▇▇ ▇▇▇▇ ▇▇▇, Florence, SC 129501, or at such other office as shall be specified to the Administrative Agent and the Collateral Manager by the Document Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Document Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by files of the Collateral Document Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Document Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsRequired Loan Documents and including an Exception Report. (v) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the non-complying Loans Document Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the applicable Review Criteria other Transaction Documents or otherwise exist against the Document Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Document Custodian shall not be required to exercise any non-complying Loan fails discretion hereunder and shall have no investment or management responsibility. The Document Custodian shall not be deemed to satisfyassume any obligations or liabilities of the Borrower or Collateral Manager hereunder or under any other Transaction Document. (vi) The Collateral Administrative Agent may direct the Document Custodian shallto take any action incidental to its duties hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Document Custodian hereunder, promptly the Document Custodian shall not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each direction of the Administrative Agent; provided that, Borrower and Collateral Manager within one (1) Business Day the Document Custodian shall not be required to take any action hereunder at the request of receipt by the Collateral Custodian Administrative Agent or otherwise if the taking of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as action, in the reasonable determination of the Determination Date related Document Custodian, (x) shall be in violation of any Applicable Law or contrary to such Payment Date, and deliver such calculations any provisions of this Agreement or (y) shall expose the Document Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the Borrower and event the Collateral Manager (and, following Document Custodian requests the delivery consent of a Notice of Exclusive Control, the Administrative Agent and the Collateral ManagerDocument Custodian does not receive a consent (either positive or negative) for from the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Agent within 10 Business Days prior to such Payment Date. The approval of its receipt of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Controlrequest, then the Administrative Agent) Agent shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) be deemed to have declined to consent to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablerelevant action. (vii) In performing its duties, (A) the Collateral The Document Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that not be liable for any action taken, suffered or omitted by it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under request or direction of any Secured Party, to the USA Patriot Act and its implementing regulations, extent that this Agreement provides such Secured Party the Collateral Custodian in order right to help fight so direct the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Document Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Document Custodian shall create a collateral database with respect not be deemed to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changeshave notice or knowledge of any matter hereunder, including to reflect the sale or other disposition an Event of Default, unless a Responsible Officer of the Collateral, based upon, and to the extent of, information furnished to the Collateral Document Custodian has knowledge of such matter or written notice thereof is received by the Borrower as may be reasonably required by the Collateral Document Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5the receipt by the Servicer of a Servicer Termination Notice, the Collateral Custodian Backup Servicer shall perform, on behalf of the Borrower and the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian On or before the Closing Date, the Backup Servicer shall take and retain custody accept from the Servicer delivery of the Required information required to be set forth in the Monthly Reports in hard copy and in an agreed upon electronic format. (ii) Not later than 12:00 noon (Washington, D.C. time) on each Reporting Date, the Servicer shall provide to the Backup Servicer and the Backup Servicer shall accept delivery of tape in an agreed upon electronic format (the “Tape”) from the Servicer, which shall include but not be limited to the following information: (x) for each Loan, the name and number of the related Obligor, the collection status, the Loan Documents delivered by status, the Borrower pursuant to date of each Scheduled Payment, the Outstanding Loan Balance, the Fair Market Value of such Loan and all amounts under such Loan in excess of applicable Concentration Limits, and (y) the Aggregate Outstanding Pledged Loan Balance (specifying the amounts described in items (a) and (b) of the definition of “Eligible Aggregate Outstanding Pledged Loan Balance). (iii) Prior to the related Payment Date, the Backup Servicer shall review the Monthly Report to ensure that it is complete on its face and that the following items in such Monthly Report have been accurately calculated, if applicable, and reported: (A) the Aggregate Outstanding Pledged Loan Balance, (B) the amounts described in items (a) and (b) of the definition of Aggregate Outstanding Pledged Loan Balance, (C) the Backup Servicing Fee, (D) the Loans that are thirty (30) or more days Delinquent (other than Defaulted Loans and Charged-Off Loans” in accordance with ), (E) the terms and conditions of this AgreementDefaulted Loans (other than Charged-Off Loans), all (F) the Charged-Off Loans, (G) the Portfolio Yield, (H) the Default Ratio for the benefit of current Collection Period and the Secured Parties two (2) immediately preceding Collection Periods, (H) the Charged-Off Ratio for the current Collection Period and subject to the Lien thereon in favor of two (2) immediately preceding Collection Periods, (I) the Rolling Three-Month Default Ratio and (J) the Rolling Three-Month Charged-Off Ratio. The Backup Servicer shall notify the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt Borrower and the Servicer of any Underlying Instruments, disagreements with the Collateral Custodian shall Monthly Report based on such review not later than the Required Loan Documents delivered Domestic Business Day preceding such Payment Date to it to confirm that such Persons. (Aiv) if If the files delivered per Borrower or the following sentence indicate that any document must contain an original signature, each such document appears to bear Servicer disagrees with the original signature, report provided under subsection 7.13(b)(iii) by the Backup Servicer or if the file indicates that Borrower or the Servicer or any subservicer has not reconciled such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable notediscrepancy, the related original Loan balance, Loan identification number Backup Servicer agrees to confer with the Borrower or the Servicer to resolve such disagreement on or prior to the next succeeding Determination Date and Obligor name shall settle such discrepancy with respect to such Loan is referenced on the related Loan List and is not a duplicate LoanBorrower or the Servicer if possible, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfyresolution thereof. The Collateral Manager shall have Borrower or the Servicer hereby agree to cooperate at their own expense, with the Backup Servicer in reconciling any discrepancies herein. If within twenty (20) Business Days to correct any non-compliance with any Review Criteria. If days after the conclusion delivery of the report provided under subsection 7.13(b)(iii) by the Backup Servicer, such time period the Collateral Manager has still discrepancy is not cured any non-compliance by a Loan with any Review Criteriaresolved, the Collateral Custodian Backup Servicer shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery continued existence of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrowerdiscrepancy. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual Following receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided such notice by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian Servicer shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive ControlBorrower, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to Secured Parties and the Collateral Custodian to withdraw on Backup Servicer no later than the related Payment Date from a certificate describing the applicable Collection Account nature and pay or transfer amounts set forth in amount of such report in discrepancies and the manner specified, and in accordance actions the Servicer proposes to take with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect thereto. With respect to the collateral that it holds hereunder duties described in this subsection 7.13(b), in the absence of bad faith or gross negligence, the Backup Servicer, in the performance of its duties and (B) calculations made by the Collateral Custodian pursuant obligations hereunder, is entitled to this Section 7.2(b) rely conclusively, and shall be made using information provided by fully protected in so relying, on the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulationscontents of each Tape, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s namecompleteness and accuracy thereof, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian provided by the Borrower as may be reasonably required by the Collateral CustodianServicer. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: i. In taking and retaining custody of the Underlying Instruments with respect to the Permitted Investments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. USActive 58383628.2 ii. All Required Loan Documents with respect to Permitted Investments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at the Custody Facilities (ior such other location identified to the Administrative Agent and Borrower). All such Required Loan Documents that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All such Required Loan Documents that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All such Required Loan Documents that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. iii. The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). iv. The Collateral Custodian shall provide a written daily report to the Administrative Agent and the Collateral Manager of (x) all deposits to and withdrawals from the Accounts for each Business Day and the outstanding balances as of the end of each Business Day, and (y) a report of settled trades for each Business Day. v. On or before the Effective Date, the Collateral Custodian shall accept from the Collateral Manager delivery of the information required to be set forth in the Borrowing Base Certificate in hard copy and on computer tape; provided that the computer tape is in an MS DOS, PC readable ASCII format or other format to be agreed upon by the Collateral Custodian and the Collateral Manager on or prior to closing. vi. Not later than 12:00 noon (New York City Time) on each Reporting Date, the Collateral Manager shall deliver to the Collateral Custodian the loan tape, which shall include but not be limited to the following information: (x) for each Loan, the name and number of the related Obligor, the collection status, the loan status, an indication of whether or not such Loan is an Eligible Loan, the date of each Scheduled Payment and the Outstanding Balance, (y) the Borrowing Base and (z) the Adjusted Borrowing Value of each Loan and such other information, including any information related to an Approved Foreign Currency, as may be reasonably required for the Collateral Custodian to perform its duties hereunder (such loan tape, the “Tape”). The Collateral Custodian shall accept delivery of the Tape. vii. Prior to the related Payment Date, the Collateral Custodian shall review the Payment Date Report to ensure that it is complete on its face and, based solely on the information provided in the Tape, that the following items in such Payment Date Report have been accurately calculated, if applicable, and reported: (A) the Borrowing Base, (B) the Collateral Custodian Fee, (C) the Adjusted Borrowing Value of each Loan and (D) Availability. The Collateral Custodian by a separate written report shall notify the Administrative Agent and the Collateral Manager of any disagreements with the Payment Date Report based on such review not later than the Business Day preceding such Payment Date to such Persons. viii. In performing its duties, all calculations made by the Collateral Custodian pursuant to this Section 7.2(b) using Advance Rate, EBITDA and Unrestricted Cash of any Obligor (or, with respect to Advance Rate, Loan) shall be made using such amounts and an Approved Foreign Currency as provided by the Borrower or the Collateral Manager to the Collateral Custodian on the Tape. ix. The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered (physically or electronically) by the Borrower pursuant to the definition of “Eligible LoansLoan” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents and the Loan Checklist (the “Review Period”), the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear an original or a reproduction of such signature and (B) based on a review of the applicable note, the related original initial Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List Checklist and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) listing Loan identification number, name of Obligor, and initial Loan balance and the related Loan Checklist per file that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original initial Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is are not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Borrower, the Administrative Agent and the Collateral Manager of such determination and provide the Collateral Manager and the Borrower with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty ten (2010) Business Days to correct any non-compliance with any Review CriteriaCriteria as stated in the preceding sentence. If after After the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review CriteriaPeriod, the Collateral Custodian shall promptly notify execute and deliver to the Collateral Manager, the Borrower Manager and the Administrative Agent of such determination by providing a written report to such persons identifyingcertification substantially in the form attached hereto as Exhibit J, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfyincluding an attached exception report. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments Required Loan Documents for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist. (ii) x. In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. xi. All Required Loan Documents (iiito the extent physically received by the Collateral Custodian) All Underlying Instruments that are (i) originals or physical copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at the Custody Facilities, or at such other office as shall be specified to the Administrative Agent, the Borrower, and the Collateral Manager by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change and (ii) in electronic form (it being agreed that Required Loan Documents shall only be permitted to be delivered in electronic form with respect to Noteless Loans) shall be held electronically in such electronic format in which such Required Loan Documents were received. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance segregate the physical Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with Section 2.7 and Section 2.8 (any other files of the “Payment Duties”)Collateral Custodian. (v) xii. On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent Agent, the Borrower, and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying InstrumentsRequired Loan Documents, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The xiii. Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shallshall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, promptly upon its actual receipt of a Borrowing Base Certificate from and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the Borrower, re-calculate the Borrowing Base and, if other Transaction Documents or otherwise exist against the Collateral Custodian’s calculation does not correspond with . Without limiting the calculation provided generality of the foregoing, it is hereby expressly agreed and stipulated by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by other parties hereto that the Collateral Custodian of such Borrowing Base Certificateshall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. The Collateral Custodian shall also make required calculations for its Payment Duties as not be deemed to assume any obligations or liabilities of the Determination Date related Borrower or Collateral Manager hereunder or under any other Transaction Document. xiv. The Administrative Agent may direct the Collateral Custodian to such Payment Date, and deliver such calculations take any action incidental to its duties hereunder. With respect to other actions which are incidental to the Borrower and actions specifically delegated to the Collateral Manager Custodian hereunder, the Collateral Custodian shall not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (andand shall be fully protected in acting or refraining from acting) upon the direction of the Administrative Agent; provided that, following the delivery Collateral Custodian shall not be required to take any action hereunder at the request of a Notice the Administrative Agent or otherwise if the taking of Exclusive Controlsuch action, in the reasonable determination of the Collateral Custodian, (x) shall be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral ManagerCustodian does not receive a consent (either positive or negative) for from the Collateral Manager’s Administrative Agent within ten (or Administrative Agent’s, as applicable) review no later than two (210) Business Days prior of its receipt of such request, then the Administrative Agent shall be deemed to such Payment Datehave declined to consent to the relevant action. xv. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay shall not be liable for any action taken, suffered or transfer amounts set forth in such report in the manner specified, and omitted by it in accordance with the priorities establishedrequest or direction of any Secured Party, in Section 2.7 or Section 2.8, as applicableto the extent that this Agreement provides such Secured Party the right to so direct the Collateral Custodian. (vii) xvi. In performing its duties, (A) the Collateral Custodian shall comply with the standard use a commercially reasonable degree of care and express terms of the Transaction Documents attention required or expected with respect to the collateral that it holds hereunder provision of similar services and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodiansimilar loans. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.511.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within (x) in the case of the delivery of Required Loan Documents relating to not more than ten (10) Loan Assets, five (5) Business Days, or (y) in the case of the delivery of Required Loan Documents relating to more than ten (10) Loan Assets, six (6) Business Days plus an additional Business Day for every two (2) additional sets of Loan Assets in excess of ten (10) Loan Assets to which the Required Loan Documents relate, and, in each case, of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1I) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one (1) Business Day, and or (2II) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents in original form shall be kept in fire resistant vaultsat the address of the Collateral Custodian as may be specified by the Collateral Custodian to the Administrative Agent and the Servicer from time to time. Prior to sending any original Required Loan Documents to the Collateral Custodian, rooms or cabinets at its offices set forth in Section 5.5(c)the Borrower shall confirm the address to which such Required Loan Documents should be sent with the Collateral Custodian. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian Custodian, shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral The Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” and in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject Parties. With respect to each delivery of Required Loan Documents, each Borrower shall provide or cause to be provided a related Loan Checklist to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Custodian with respect to such Required Loan Documents that are being delivered. (ii) Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents and the related Loan Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it (as identified on the related Loan Checklist) to confirm that (A) if the files delivered per Obligor name matches the following sentence indicate that any document must contain an original signatureLoan Checklist, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of such Required Loan Documents have been executed by each party thereto and appear to have no missing or mutilated pages, (C) each item listed in the applicable note, Loan Checklist has been provided to the related original Loan balance, Loan identification number Custodian and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and (D) the related original balance at the time of assignment or acquisition (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to matches the applicable loan balance listed on the related Loan Tape Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file copy (in EXCEL or a comparable format acceptable to the Collateral Custodian, as applicable) of the related Loan Checklist that contains a list of all related Required Loan Documents and whether they require original signatures, the Loan identification number number, the original principal balance of such Loan and the name of the Obligor and the original Loan balance with respect to each related Loan. IfNotwithstanding anything herein to the contrary, at the Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist. At the conclusion of such review, the Collateral Custodian shall determine that provide the Collateral Manager, the Administrative Agent and the applicable Borrower (1with a copy to the Collateral Agent) a report in the original form attached hereto as Exhibit J identifying each Loan for which it holds Required Loan Documents and the variances to the Review Criteria (the “Custodian Report”), which shall include (i) any discrepancies related to the initial Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on Required Loan Documents and the loan balances provided in the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2ii) any Review Criteria that is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days after delivery of a Custodian Report to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the applicable Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan continued non-compliance and each of the applicable Review Criteria that such Loan fails shall cease to satisfybe an Eligible Loan until such non-compliance is cured. The Custodian shall have no duty to monitor the Collateral Manager’s compliance except to provide an updated Custodian Report upon the Administrative Agent’s written request. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments Required Loan Documents for any Loan which fails to satisfy a any Review Criteria to the applicable Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsInstruments or Required Loan Documents. (iiiii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iiiiv) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its the offices of the Custodian set forth on Annex A hereto, or at such other office as shall be specified to the Administrative Agent and the Collateral Manager by the Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by files of the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, commencing November 2023, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Custodian) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable any Review Criteria that any non-complying each such Loan fails to satisfy. The Collateral Manager shall have twenty (20) Business Days after receiving written notice thereof to correct any non-compliance with any Review Criteria. To the extent such non-compliance has not been cured within such time period, such Loan shall cease to be an Eligible Loan until such non-compliance is cured. (vi) The Collateral Custodian shallagrees, promptly upon its actual receipt subject to Section 13.2(a)(vii), to cooperate with the Administrative Agent and deliver any Required Loan Documents to the Administrative Agent as requested in order to take any action that the Administrative Agent deems necessary or desirable in order to exercise or enforce any of the rights of a Borrowing Base Certificate Secured Party hereunder. In the event the Custodian receives instructions from the Borrower, re-calculate Collateral Manager or the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond Borrower which conflict with the calculation provided any instructions received by the Borrower Administrative Agent, the Custodian shall rely on and follow the instructions given by the Administrative Agent. (vii) The Administrative Agent may direct the Custodian to take any such Borrowing Base Certificateincidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Custodian hereunder, deliver the Custodian shall not be required to take any such calculation incidental action hereunder, but shall be required to each act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Administrative Agent; provided that the Custodian shall not be required to take any action hereunder at the request of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by any Secured Parties or otherwise if the Collateral Custodian taking of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as action, in the reasonable determination of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its dutiesCustodian, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(bx) shall be made using information provided by in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Borrower Custodian to liability hereunder or the Collateral Manager otherwise (unless it has received indemnity which it reasonably deems to the Collateral Custodianbe satisfactory with respect thereto). (viii) The parties acknowledges Custodian shall be entitled to reasonably assume the genuineness of each such document and the genuineness and due authority of any signatures appearing thereon, shall be entitled to assume that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order each such document is what it purports to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying informationbe. (ix) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Custodian, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) Agent. The Collateral Custodian shall notify not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Borrower, Custodian has knowledge of such matter or written notice thereof is received by the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the CollateralCustodian.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.512.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Tape and the Loan Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Checklist) and have no mutilated pages (in the case of electronic copies, or “mutilated” shall mean that the pages are illegible), (B) UCC and other filings required under the applicable Loan Agreements have been provided as listed on the Loan Checklist, (C) if listed on the file indicates that such document must contain Loan Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy with respect to such Loan any real or personal property constituting the Underlying Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan number and Obligor name, as applicable, with respect to such Loan is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a copy (which may be an electronic file (in EXCEL or a comparable format acceptable copy) of the related Loan Checklist which contains the Loan information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related such Loan. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Checklist and the Collateral Custodian shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Loan balances balance of the Loans Loan with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Tape, the Collateral Custodian shall immediately notify the Administrative Facility Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one (1) Business Day, and or (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested directed in writing (in the form of Exhibit E M) by the Collateral Manager Servicer and approved by the Administrative Facility Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, provided further that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents required to be kept in physical form shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the office of the Collateral Custodian -169- located at Florence, South Carolina, or at such other office as shall be specified to the Facility Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least 30 days (or such shorter notice period as consented to by the Facility Agent) prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Borrower and its Affiliates and subsidiaries; provided that the Collateral Custodian’s secure computer system, Custodian shall segregate any commingled files upon written request of the Facility Agent and maintained in a manner so as to permit retrieval and accessthe Borrower. (iv) The Collateral Custodian shall make payments not have any fiduciary relationship with any party hereto or any Secured Party in accordance with Section 2.7 its capacity as such, and Section 2.8 (no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the “Payment Duties”)other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (vi) On each Reporting DateThe Collateral Custodian agrees to cooperate with the Facility Agent and the Collateral Agent and deliver any Required Loan Documents to the Collateral Agent or Facility Agent (pursuant to a written request in the form of Exhibit M), as applicable, as requested in order to take any action that the Facility Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Custodian receives instructions from the Collateral Agent, the Servicer or the Borrower which conflict with any instructions received by the Facility Agent, the Collateral Custodian shall rely on and follow the instructions given by the Facility Agent (provided that the Collateral Custodian shall provide a written report notice of any such conflicting instructions to each of the Borrower, the Servicer and the Collateral Agent). (i) The Facility Agent is hereby authorized to direct the Collateral Custodian with respect to actions which are incidental to the Administrative actions specifically delegated to the Collateral Custodian hereunder. With respect to such incidental actions, the Collateral Custodian shall not be required to make any independent determinations as to the taking of any such incidental action hereunder, but shall be required only to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Facility Agent; provided that the Collateral Custodian shall not be required to take any action hereunder at the request of the Facility Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Facility Agent and the Collateral Manager Custodian does not receive a consent (in a form acceptable to the Administrative Agenteither positive or negative) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager Facility Agent within one ten (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (210) Business Days prior to such Payment Date. The approval of its receipt of such calculations (which may request, then the Facility Agent shall be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) deemed to have declined to consent to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicablerelevant action. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.513.05 or its resignation pursuant to Section 13.07, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (identified on the Loan Asset Checklist) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy with respect to such Loan any real or personal property constituting the Underlying Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable hard copy of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Loan balances balance of the Loans Loan Asset with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Asset Schedule, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Servicer of such discrepancydiscrepancy within one Business Day, and or (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E M) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the locations specified on the address of the Collateral Custodian in Section 5.5(c)12.02, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to NF and its Affiliates and subsidiaries; provided, however, the Collateral Custodian’s secure computer system, Custodian shall segregate any commingled files upon written request of the Administrative Agent and maintained in a manner so as to permit retrieval and accessthe Borrower. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 On the 12th calendar day of every Month (or if such day is not a Business Day, the “Payment Duties”next succeeding Business Day). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit M), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VIII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within 10 Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.513.5 and Section 13.6, the Collateral Document Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Document Custodian shall take and retain custody of the Required Loan Portfolio Asset Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Required Portfolio Asset Documents and/or the related Portfolio Asset Checklist, the Document Custodian shall review the Required Loan Portfolio Asset Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, if any, the related original Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan Portfolio Asset is referenced on the related Loan Portfolio Asset List and is not a duplicate LoanPortfolio Asset, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Portfolio Asset Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Document Custodian, in connection with each delivery of Underlying Instruments Required Portfolio Asset Documents hereunder to the Collateral Document Custodian, the Collateral Manager shall provide to the Collateral Document Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Document Custodian) or the related Portfolio Asset Checklist that contains a list of all related Required Loan Portfolio Asset Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at the conclusion of such review, the Collateral Document Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than not the same as the Loan balances as set forth on the related electronic filefile or the Portfolio Asset Checklist, as applicable, the Collateral Document Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Document Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-non- complying Loans Portfolio Assets and the applicable Review Criteria that they fail to satisfysatisfy (the “Exception Report”). The Collateral Manager shall have twenty (20) Business Days after receipt of any Exception Report to correct any non-compliance with any Review Criteria. If after the conclusion of such time period The Document Custodian shall have no duty to monitor the Collateral Manager has still not cured any Manager’s compliance except to provide an updated Exception Report promptly upon the Administrative Agent’s written request (which request may be in the form of an email). If and to the extent such non-compliance by a Loan with any Review Criteriahas not been cured within such time period, the Collateral Custodian such Portfolio Asset shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of cease to be an Eligible Portfolio Asset until such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfynon-compliance is cured. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Document Custodian’s delivery of such reportException Report, the Collateral Document Custodian shall return the Underlying Instruments and the Required Portfolio Asset Documents for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Document Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying InstrumentsInstruments and the Required Portfolio Asset Documents, the Collateral Document Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Document Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Document Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments and Required Portfolio Asset Documents that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its the offices of the Document Custodian set forth in Section 5.5(c). All Underlying Instruments and Required Portfolio Asset Documents that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments and Required Portfolio Asset Documents that are delivered to the Collateral Document Custodian in electronic format shall be saved onto disks and/or onto the Collateral Document Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. The Document Custodian shall segregate the Underlying Instruments and the Required Portfolio Asset Documents on its inventory system and will not commingle the physical Underlying Instruments or Required Portfolio Asset Documents with any other files of the Document Custodian. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Document Custodian shall provide a written report any Exception Reports to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfyManager. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal and/or replacement pursuant to Section 7.511.05 or Section 11.07, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist (provided, however, that if more than one hundred (100) Required Loan Documents are delivered at one time to the Collateral Custodian, the Collateral Custodian shall have additional time as mutually agreed to by the Collateral Custodian, the Servicer and the Administrative Agent), the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) if listed on the file indicates that such document must contain Loan Asset Checklist, filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule, and whether there is any discrepancy between the original balance of such Loan Asset and the amount set forth on such Loan Asset Schedule (such items (A) through (BD) collectively, the “"Review Criteria”"). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded USActive 55323723.3 by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian's obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist and the Collateral Custodian shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer and the Administrative Agent of such determination and provide the Collateral Manager Servicer and the Administrative Agent with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s 's delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s 's duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not USActive 55323723.3 commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative Agent, the Servicer and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has USActive 55323723.3 received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.513.5 and Section 13.6, the Collateral Document Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Document Custodian shall take and retain custody of the Required Loan Portfolio Asset Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Required Portfolio Asset Documents and/or the related Portfolio Asset Checklist, the Document Custodian shall review the Required Loan Portfolio Asset Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must may contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, if any, the related original Loan balancebalance when entered into or obtained by the Borrower, Loan identification number and Obligor name with respect to such Loan Portfolio Asset is referenced on the related Loan Portfolio Asset List and is not a duplicate LoanPortfolio Asset, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Portfolio Asset Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Document Custodian, in connection with each delivery of Underlying Instruments Required Portfolio Asset Documents hereunder to the Collateral Document Custodian, the Collateral Manager shall provide to the Collateral Document Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Document Custodian) or the related Portfolio Asset Checklist that contains a list of all related Required Loan Portfolio Asset Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance when entered into or obtained by the Borrower with respect to each related Loan. If, at the conclusion of such review, the Collateral Document Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than not the same as the Loan balances as set forth on the related electronic filefile or the Portfolio Asset Checklist, as applicable, the Collateral Document Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Document Custodian shall within one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans Portfolio Assets and the applicable Review Criteria that they fail to satisfysatisfy (the “Exception Report”). The Collateral Manager shall have twenty (20) Business Days after receipt of any Exception Report to correct any non-compliance with any Review Criteria. If after the conclusion of such time period The Document Custodian shall have no duty to monitor the Collateral Manager has still not cured any Manager’s compliance except to provide an updated Exception Report promptly upon the Administrative Agent’s written request (which request may be in the form of an email). If and to the extent such non-compliance by a Loan with any Review Criteriahas not been cured within such time period, the Collateral Custodian such Portfolio Asset shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of cease to be an Eligible Portfolio Asset until such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfynon-compliance is cured. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Document Custodian’s delivery of such reportException Report, the Collateral Document Custodian shall return the Underlying Instruments and the Required Portfolio Asset Documents for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Document Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying InstrumentsInstruments and the Required Portfolio Asset Documents, the Collateral Document Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Document Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, provided further that the Collateral Document Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments and Required Portfolio Asset Documents that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its the offices of the Document Custodian set forth in Section 5.5(c). All Underlying Instruments and Required Portfolio Asset Documents that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments and Required Portfolio Asset Documents that are delivered to the Collateral Document Custodian in electronic format shall be saved onto disks and/or onto the Collateral Document Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. The Document Custodian shall segregate the Underlying Instruments and the Required Portfolio Asset Documents on its inventory system and will not commingle the physical Underlying Instruments or Required Portfolio Asset Documents with any other files of the Document Custodian. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Document Custodian shall provide a written report any Exception Reports to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfyManager. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.511.05, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02 in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Tape and a hard copy of the Loan Checklist, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears as indicated on the Loan Checklist) and have no mutilated pages, (B) filed stamped copies of the UCC and other filings (to bear the original signatureextent required by the Required Loan Documents) are included, or (C) if listed on the file indicates that such document must contain Loan Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy with respect to such Loan any real or personal property constituting the Underlying Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan number and Obligor name, as applicable, with respect to such Loan is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape (such items (A) through (BD) collectively, the “Review Criteria”). In order Notwithstanding anything herein to facilitate the foregoing review by contrary, the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder ’s obligation to review the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related LoanChecklist. If, at the conclusion of such review, the Collateral Custodian shall determine that (1i) the original Loan balances balance of the Loans Loan with respect to which it has received Underlying Instruments Required Loan Documents is less than as set forth on the electronic fileLoan Tape, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager Borrower and the Borrower Advisors of such discrepancydiscrepancy within one Business Day, and or (2ii) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Borrower and the Borrower Advisors of such determination and provide the Collateral Manager Borrower and the Borrower Advisors with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Borrower shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E L) by the Collateral Manager Borrower and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any technical problems that may occur in connection with the electronic delivery of any Loan Checklist. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices the locations specified on the address of the Collateral Custodian set forth on Annex A to this Agreement, or at such other office as shall be specified to the Administrative Agent and the Borrower by the Collateral Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Borrower and its Affiliates and Subsidiaries; provided, however, the Collateral Custodian’s secure computer system, Custodian shall segregate any commingled files upon written request of the Administrative Agent and maintained in a manner so as to permit retrieval and accessthe Borrower. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Borrower and the Borrower Advisors (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Collateral Custodian) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vii) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit L), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, any Borrower Advisors or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within 10 Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless an Authorized Person of the Collateral Custodian by the Borrower as may be reasonably required has actual knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal and/or replacement pursuant to Section 7.511.05 or Section 11.07, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist (provided, however, that if more than one hundred (100) Required Loan Documents are delivered at one time to the Collateral Custodian, the Collateral Custodian shall have additional time as mutually agreed to by the Collateral Custodian, the Servicer and the Administrative Agent), the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) if listed on the file indicates that such document must contain Loan Asset Checklist, filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule, and whether there is any discrepancy between the original balance of such Loan Asset and the amount set forth on such Loan Asset Schedule (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist and the Collateral Custodian shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer and the Administrative Agent of such determination and provide the Collateral Manager Servicer and the Administrative Agent with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative Agent, the Servicer and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before the initial Funding Date, and until its removal pursuant to Section 7.5, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying Instruments, the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments hereunder to the Collateral Custodian, the Collateral Manager shall provide to the Collateral Custodian an electronic file (in EXCEL or a comparable format acceptable to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signatures, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loan. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within USActive 37382726.2937382726.32 108 one (1) Business Day notify the Collateral Manager of such determination and provide the Collateral Manager with a list of the non-complying Loans and the applicable Review Criteria that they fail to satisfy. The Collateral Manager shall have twenty (20) Business Days to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing in the form of Exhibit E by the Collateral Manager and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying Instruments. (ii) In taking and retaining custody of the Underlying Instruments, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth in Section 5.5(c). All Underlying Instruments that are originals or copies shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies shall be clearly segregated from any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, and maintained in a manner so as to permit retrieval and access. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”). (v) On each Reporting Date, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager (in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instruments, the non-complying Loans and the applicable Review Criteria that any non-complying Loan fails to satisfy. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal and/or replacement pursuant to Section 7.511.05 or Section 11.07, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the related Loan Asset Schedule and a hard copy of the Loan Asset Checklist (provided, however, that if more than one hundred (100) Required Loan Documents are delivered at one time to the Collateral Custodian, the Collateral Custodian shall have additional time as mutually agreed to by the Collateral Custodian, the Servicer and the Administrative Agent), the Collateral Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) if listed on the file indicates that such document must contain Loan Asset Checklist, filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and an Insurance Policy (Bor evidence thereof) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape Asset Schedule, and whether there is any discrepancy between the original balance of such Loan Asset and the amount set forth on such Loan Asset Schedule (such items (A) through (BD) collectively, the “"Review Criteria”"). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Servicer shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Custodian's obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist and the Collateral Custodian shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any USActive 55125247.5 166 document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day notify the Collateral Manager Servicer and the Administrative Agent of such determination and provide the Collateral Manager Servicer and the Administrative Agent with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty five (205) Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested in writing (in the form of Exhibit E J) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) Business Days of the Collateral Custodian’s 's delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Collateral Custodian shall have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, that the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, provided further that the Collateral Custodian’s 's duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Collateral Custodian located at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in Section 5.5(c)a written notice delivered at least thirty (30) days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Servicer (in a form acceptable mutually agreeable to the Administrative Agent, the Servicer and the Collateral Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) Notwithstanding any provision to the contrary elsewhere in the Transaction Documents, the Collateral Custodian shall not have any fiduciary relationship with any party hereto or any Secured Party in its capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the other Transaction Documents or otherwise exist against the Collateral Custodian. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the other USActive 55125247.5 167 parties hereto that the Collateral Custodian shall not be required to exercise any discretion hereunder and shall have no investment or management responsibility. (i) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond agrees to cooperate with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit J), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent. (ii) The Administrative Agent may direct the Collateral Custodian to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specifiedhereunder, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with not be required to take any such incidental action hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the standard of care and express terms direction of the Transaction Documents with respect to the collateral Administrative Agent; provided that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant shall not be required to this Section 7.2(btake any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, (x) shall be made using information provided by the Borrower in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose the Collateral Manager Custodian to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian requests the consent of the Administrative Agent and the Collateral Custodian does not receive a consent (either positive or negative) from the Administrative Agent within ten (10) Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the Collateral Custodianrelevant action. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixiii) The Collateral Custodian shall create a collateral database not be liable for any action taken, suffered or omitted by it in accordance with respect to the Collateral (the “Collateral Database”)request or direction of any Secured Party, and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent ofthat this Agreement provides such Secured Party the right to so direct the Collateral Custodian, information furnished or the Administrative Agent. The Collateral Custodian shall not be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless a Responsible Officer of the Collateral Custodian by the Borrower as may be reasonably required has knowledge of such matter or written notice thereof is received by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to time. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding DateClosing Date until its resignation pursuant to Section 12.07, and until its removal pursuant to Section 7.512.05, or the payment in full of all Obligations and the termination of all Commitments hereunder, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the items in clause (a) of the definition of Required Loan Documents in original form and the Collateral Administrator shall take an retain custody of electronic copies of the items in the definition of Required Loan Documents, (including any copies of original items described in clause (a) of such definition) and the Loan Asset Checklist, in each case delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, (including, in the case of any items in clause (a) of the definition thereof, electronic copies of such items), the related Loan Tape and an electronic copy of the Loan Asset Checklist, the Collateral Custodian Administrator shall review the items in the definition of Required Loan Documents to confirm that, on their face, (each item listed in the Loan Asset Checklist required to be delivered to it the Collateral Administrator pursuant to confirm that (A) if the files delivered per the following sentence indicate that any document must contain an original signature, each such document appears to bear the original signature, or if the file indicates that such document must contain a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name with respect to such Loan is referenced on the related Loan List and is not a duplicate Loan, and the related original balance (based on a comparison this Agreement has been provided to the note or assignment agreement, as applicable) is greater than or equal to the applicable loan balance listed on the Loan Tape Collateral Administrator (such items (A) through (B) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral CustodianAdministrator, in connection with each delivery of Underlying Instruments applicable Required Loan Documents hereunder to the Collateral CustodianAdministrator, the Collateral Manager Servicer shall provide to the Collateral Custodian Administrator an electronic file copy (in EXCEL or a comparable format acceptable to the Collateral CustodianAdministrator) that of the related Loan Asset Checklist which contains a list of all the Loan Asset information with respect to the applicable Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. Notwithstanding anything herein to the contrary, the Collateral Administrator’s obligation to review the Required Loan Documents shall be limited to reviewing such Required Loan Documents based on the information provided on the Loan Asset Checklist and the Collateral Administrator shall be under no duty or obligation to inspect, review or examine any such documents, instruments or certificates to independently determine that they are genuine, enforceable, duly authorized or appropriate for the represented purpose, any assignment or endorsement is in proper form, or any document is other than what it purports to be on its face. If, at the conclusion of such review, the Collateral Custodian Administrator shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian Administrator shall within one (1) three Business Day Days notify the Collateral Manager Servicer of such determination and provide the Collateral Manager Servicer (which may be via email) with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Servicer shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after To the conclusion of extent such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteriahas not been cured within such time period, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails Asset shall be deemed to satisfybe a Warranty Loan Asset and shall no longer be included in the calculation of any Borrowing Base hereunder until such deficiency is cured. In addition, if requested in writing (in the form of Exhibit E L) by the Collateral Manager Servicer and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral CustodianAdministrator’s delivery notification to the Servicer of such reportits review of the Review Criteria, the Collateral Custodian Administrator shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian and Collateral Administrator shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian and the Collateral Administrator, as applicable, shall be deemed to be acting as the agent of the Secured Parties; provided that, that neither the Collateral Custodian nor the Collateral Administrator makes no any representations as to to, and shall be AmericasActive:18709990.5 responsible for, the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s and the Collateral Administrator’s respective duties as agent shall be limited to those expressly contemplated hereinherein and no implied obligations or responsibilities shall be read into this Agreement against or on the part of the Collateral Custodian or the Collateral Administrator, as applicable. (iii) All Underlying Instruments that are originals or copies original promissory notes actually delivered to the Collateral Custodian shall be kept ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, Level “C” – Securities Vault, New York, NY 10022, Attention: ▇▇. ▇▇▇▇▇ ▇▇▇▇▇, OSCF LENDING III SPV, LLC, telephone: (▇▇▇) ▇▇▇-▇▇▇▇, or at such other office as shall be specified to the Administrative Agent and the Servicer by the Collateral Custodian in fire resistant vaults, rooms or cabinets a written notice delivered at its offices set forth in Section 5.5(c)least 30 days prior to such change. All Underlying Instruments that are originals such documents delivered to the Collateral Custodian must be sent by trackable courier service (e.g., UPS or copies Federal Express) All Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Collateral Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by the Collateral Custodian. All Underlying Instruments that are delivered to files of the Collateral Custodian in electronic format shall be saved onto disks and/or onto other than those, if any, relating to the Collateral Custodian’s secure computer system, Transferor and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The (x) On the Reporting Date of each month and (y) upon demand of the Administrative Agent (provided that prior to the occurrence of an Event of Default (that has not been waived), the Administrative Agent shall not make such demand more than four times per calendar year), the Collateral Custodian and the Collateral Administrator shall make payments identify each Loan Asset for which it holds any Required Loan Documents and the Collateral Administrator shall identify any applicable Review Criteria that any Loan Asset fails to satisfy, in accordance with Section 2.7 and Section 2.8 (the “Payment Duties”)Article XII. (v) On each Reporting DateNotwithstanding any provision to the contrary elsewhere in the Transaction Documents, neither the Collateral Custodian shall provide a written report to the Administrative Agent and nor the Collateral Manager (Administrator shall have any fiduciary relationship with any party hereto or any Secured Party in a form acceptable to the Administrative Agent) identifying each Loan for which it holds Underlying Instrumentsits capacity as such, and no implied covenants, functions, obligations or responsibilities shall be read into this Agreement, the non-complying Loans other Transaction Documents or otherwise exist against the Collateral Custodian or the Collateral Administrator. Without limiting the generality of the foregoing, it is hereby expressly agreed and stipulated by the applicable Review Criteria other parties hereto that neither the Collateral Custodian nor the Collateral Administrator shall be required to exercise any non-complying Loan fails to satisfydiscretion hereunder and shall have no investment or management responsibility. (vi) The Collateral Custodian shall, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for its Payment Duties as of the Determination Date related to such Payment Date, and deliver such calculations to the Borrower and the Collateral Manager (and, following the delivery of a Notice of Exclusive Control, Administrator agree to cooperate with the Administrative Agent and the Collateral Manager) for Agent and deliver any Required Loan Documents held by it to the Collateral Manager’s (Agent or Administrative Agent’sAgent (pursuant to a written request in the form of Exhibit L), as applicable) review no later than two (2) Business Days prior , as requested in order to such Payment Date. The approval of such calculations (which may be by email) allow the Administrative Agent or the Collateral Agent to take any action that the Administrative Agent deems necessary or desirable in order to perfect, protect or more fully evidence the security interests granted by the Borrower hereunder, or to enable any of them to exercise or enforce any of their respective rights hereunder, including any rights arising with respect to Article VII. In the event the Collateral Manager (Custodian receives instructions from the Collateral Agent, the Servicer or after delivery of a Notice of Exclusive Control, the Borrower which conflict with any instructions received by the Administrative Agent) shall constitute instructions by , the Collateral Manager (or after delivery of a Notice of Exclusive Control, Custodian shall rely on and follow the instructions given by the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) The parties acknowledge and agree that the Collateral Custodian shall comply with is not expecting to receive a significant number of original Required Loan Documents. In the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by AmericasActive:18709990.5 event the Collateral Custodian pursuant to this Section 7.2(b) shall be made using information provided by receives an amount in excess of its expectation, as determined in its sole discretion, the Collateral Custodian may either appoint a sub-agent custodian, or require the Borrower or the Collateral Manager to enter into a document custody agreement in form and substance reasonably acceptable to the Collateral CustodianBorrower directly with a separate custodian, in respect of such original Required Loan Documents. (viii) The parties Administrative Agent may direct the Collateral Custodian and the Collateral Administrator to take any such incidental action hereunder. With respect to other actions which are incidental to the actions specifically delegated to the Collateral Custodian or the Collateral Administrator, as applicable, hereunder, neither the Collateral Custodian nor the Collateral Administrator shall be required to take any such incidental action, hereunder, but shall be required to act or to refrain from acting (and shall be fully protected in acting or refraining from acting) upon the direction of the Administrative Agent; provided that neither the Collateral Custodian nor the Collateral Administrator shall be required to take any action hereunder at the request of the Administrative Agent, any Secured Party or otherwise if the taking of such action, in the reasonable determination of the Collateral Custodian, or the Collateral Administrator, as applicable (x) shall be in violation of any Applicable Law or contrary to any provisions of this Agreement or (y) shall expose such party to liability hereunder or otherwise (unless it has received indemnity which it reasonably deems to be satisfactory with respect thereto). In the event the Collateral Custodian or the Collateral Administrator, as applicable, requests the consent of the Administrative Agent and the Collateral Custodian or the Collateral Administrator, as applicable does not receive a consent (either positive or negative) from the Administrative Agent within 10 Business Days of its receipt of such request, then the Administrative Agent shall be deemed to have declined to consent to the relevant action. (ix) Neither the Collateral Custodian nor the Collateral Administrator shall be liable for any action taken, suffered or omitted by it in accordance with the request or direction of any Secured Party, to the extent that this Agreement provides such Secured Party the right to so direct the Collateral Custodian, or the Collateral Administrator, as applicable, or the Administrative Agent. Neither the Collateral Custodian nor the Collateral Administrator shall be deemed to have notice or knowledge of any matter hereunder, including an Event of Default, unless written notice thereof is received by it. (x) With respect to any notices, reports, requests for waiver, consent requests or any other requests relating to corporate actions affecting any Bonds and Equity Securities (together, the “Permitted Non-Loan Corporate Actions”), the delivery of such shall be made solely via Citibank’s corporate action notification system or such other reasonable notification method as implemented by the Collateral Custodian with notification to the Servicer. In order to receive such Permitted Non-Loan Corporate Actions, the Servicer may be required to register for an account with Citibank’s corporate action notification system. Neither the Collateral Custodian nor the Collateral Administrator shall have any obligation or liability with respect to any Permitted Non-Loan Corporate Actions. (xi) The Borrower acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot PATRIOT Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s its name, physical address, tax identification number and other information that will help the Collateral Custodian to identify and verify the Borrower’s its identity (and in certain circumstances, the beneficial owners thereof) such as organizational AmericasActive:18709990.5 documents, certificate of good standing, license to do business, or other pertinent identifying information. (ixxii) The Collateral Custodian shall create a collateral database In connection with respect to each Payment Date, the Collateral (Administrator shall calculate, using the “Collateral Database”), and update information contained in the Collateral Database daily for changes, including to reflect the sale or and any other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required normally maintained by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide subject to the Collateral Manager daily reports reflecting such actions as Administrator’s receipt from the Servicer of the close information required to be provided to the Collateral Administrator, each item required to be included the Servicing Report pursuant to Section 6.08(b)(ii) and shall prepare and arrange for the delivery of business on such information to be included in the preceding Servicing Report and shall deliver a draft of such Payment Date Report not later than the day that is four (4) Business Day. Days prior to the applicable Payment Date to the Borrower and the Servicer (xiand, following the delivery of a Notice of Exclusive Control, the Collateral Agent and the Servicer) for the Servicer’s (or Collateral Agent’s, as applicable) review. The parties acknowledge and agree that the Servicer shall provide, and the Collateral Custodian Administrator shall provide such other have no duty or responsibility to determine, the underlying information (or perform the underlying calculations) provided to it. The parties further acknowledge that the Collateral Administrator shall not be responsible for determining the Interest with respect to the Collateral as may any Advance, which shall be routinely maintained solely provided by the Collateral Custodian or as may be required by this Agreement, in each case as the Borrower, Collateral Manager or the Administrative Agent may reasonably request from time to timeAgent. (xii) The Collateral Custodian shall notify the Borrower, the Collateral Manager and the Administrative Agent upon receiving notices, reports or proxies or any other requests relating to corporate actions affecting the Collateral.

Duties. On or before From the initial Funding Date, and Closing Date until its removal pursuant to Section 7.512.05 or the effective date of its resignation pursuant to Section 12.07, the Collateral Custodian shall perform, on behalf of the Administrative Agent and the Secured Parties, the following duties and obligations: (i) The Collateral Custodian shall take and retain custody of the Required Loan Documents delivered by the Borrower pursuant to the definition of “Eligible Loans” Section 3.02(a) and Section 3.04(b) hereof in accordance with the terms and conditions of this Agreement, all for the benefit of the Secured Parties and subject to the Lien thereon in favor of the Administrative Agent, as agent for the Secured Parties. Within five (5) Business Days of its receipt of any Underlying InstrumentsRequired Loan Documents, the Collateral related Loan Tape and a hard copy of the Loan Asset Checklist, the Custodian shall review the Required Loan Documents delivered to it to confirm that (A) if the files delivered per the following sentence indicate that any document must contain such Required Loan Documents have been executed (either an original signatureor a copy, each such document appears to bear as indicated on the original signatureLoan Asset Checklist) and have no mutilated pages, or (B) filed stamped copies of the UCC and other filings (required by the Required Loan Documents) are included, (C) if listed on the file indicates that such document must contain Loan Asset Checklist, a copy of a signature, that such copies appear to bear a reproduction of such signature and (B) based on a review of the applicable note, the related original Loan balance, Loan identification number and Obligor name an Insurance Policy with respect to such Loan any real or personal property constituting the Related Collateral is referenced on the related Loan List and is not a duplicate Loanincluded, and (D) the related original balance (based on a comparison to the note or assignment agreement, as applicable) ), Loan Asset number and Obligor name, as applicable, with respect to such Loan Asset is greater than or equal to the applicable loan balance listed referenced on the related Loan Tape (such items (A) through (BD) collectively, the “Review Criteria”). In order to facilitate the foregoing review by the Collateral Custodian, in connection with each delivery of Underlying Instruments Required Loan Documents hereunder to the Collateral Custodian, the Collateral Manager Borrower shall provide to the Collateral Custodian a hard copy (which may be preceded by an electronic file (in EXCEL or a comparable format acceptable copy, as applicable) of the related Loan Asset Checklist which contains the Loan Asset information with respect to the Collateral Custodian) that contains a list of all Required Loan Documents and whether they require original signaturesbeing delivered, the Loan identification number and the name of the Obligor and the original Loan balance with respect to each related Loansuch Loan Asset. IfNotwithstanding anything herein to the contrary, at the conclusion of Custodian’s obligation to review the Required Loan Documents shall be limited to reviewing such review, Required Loan Documents based on the information provided on the Loan Asset Checklist. If the Collateral Custodian shall determine that (1) the original Loan balances of the Loans with respect to which it has received Underlying Instruments is less than as set forth on the electronic file, the Collateral Custodian shall immediately notify the Administrative Agent and the Collateral Manager of such discrepancy, and (2) any Review Criteria is not satisfied, the Collateral Custodian shall within one (1) Business Day following the end of the Review Period (or, if the Collateral Custodian shall have concluded such review prior to the end of the Review Period, such prior date) notify the Collateral Manager Borrower and the Administrative Agent of such determination and provide the Collateral Manager Borrower and the Administrative Agent with a list of the non-complying Loans Loan Assets and the applicable Review Criteria that they fail to satisfy. The Collateral Manager Borrower shall have twenty (20) five Business Days after notice or knowledge thereof to correct any non-compliance with any Review Criteria. If after the conclusion of such time period the Collateral Manager has still not cured any non-compliance by a Loan with any Review Criteria, the Collateral Custodian shall promptly notify the Collateral Manager, the Borrower and the Administrative Agent of such determination by providing a written report to such persons identifying, with particularity, each Loan and each of the applicable Review Criteria that such Loan fails to satisfy. In addition, if requested directed in writing (in the form of Exhibit E M) by the Collateral Manager Borrower and approved by the Administrative Agent within ten (10) 10 Business Days of the Collateral Custodian’s delivery of such report, the Collateral Custodian shall return the Underlying Instruments for any Loan Asset which fails to satisfy a Review Criteria to the Borrower. Other than the foregoing, the Collateral Custodian shall not have any responsibility for reviewing any Underlying InstrumentsRequired Loan Documents. Notwithstanding anything to the contrary contained herein, the Custodian shall (i) have no duty or obligation with respect to any Loan Asset Checklist delivered to it in electronic form and (ii) not be responsible for any Required Loan Documents until actually delivered to, and received by it. (ii) In taking and retaining custody of the Underlying InstrumentsRequired Loan Documents, the Collateral Custodian shall be deemed to be acting as the agent of the Secured Parties; provided that, the Collateral Custodian makes no representations as to the existence, perfection or priority of any Lien on the Underlying Instruments Required Loan Documents or the instruments therein; and provided, further, that, the Collateral Custodian’s duties as agent shall be limited to those expressly contemplated herein. (iii) All Underlying Instruments that are originals or copies Required Loan Documents shall be kept in fire resistant vaults, rooms or cabinets at its offices set forth the address of the Custodian located at 1▇▇▇ ▇▇▇▇ ▇▇▇, Florence, SC 29501, or at such other office as shall be specified to the Administrative Agent and the Borrower by the Custodian in Section 5.5(c)a written notice delivered at least 30 days prior to such change. All Underlying Instruments that are originals or copies Required Loan Documents shall be placed together with an appropriate identifying label and maintained in such a manner so as to permit retrieval and access. All Underlying Instruments that are originals or copies The Custodian shall be clearly segregated from segregate the Required Loan Documents on its inventory system and will not commingle the physical Required Loan Documents with any other documents or instruments maintained by files of the Collateral Custodian. All Underlying Instruments that are delivered Custodian other than those, if any, relating to the Collateral Custodian in electronic format shall be saved onto disks and/or onto the Collateral Custodian’s secure computer system, FSIC and maintained in a manner so as to permit retrieval its Affiliates and accesssubsidiaries. (iv) The Collateral Custodian shall make payments in accordance with Section 2.7 and Section 2.8 (On the “Payment Duties”). (v) On Reporting Date of each Reporting Datemonth, the Collateral Custodian shall provide a written report to the Administrative Agent and the Collateral Manager Borrower (in a form acceptable mutually agreeable to the Administrative AgentAgent and the Custodian) identifying each Loan Asset for which it holds Underlying Instruments, the non-complying Loans Required Loan Documents and the applicable Review Criteria that any non-complying Loan Asset fails to satisfy. (viv) The Collateral Custodian shallNotwithstanding any provision to the contrary elsewhere in the Transaction Documents, promptly upon its actual receipt of a Borrowing Base Certificate from the Borrower, re-calculate the Borrowing Base and, if the Collateral Custodian’s calculation does not correspond with the calculation provided by the Borrower on such Borrowing Base Certificate, deliver such calculation to each of the Administrative Agent, Borrower and Collateral Manager within one (1) Business Day of receipt by the Collateral Custodian of such Borrowing Base Certificate. The Collateral Custodian shall also make required calculations for not have any fiduciary relationship with any party hereto or any Secured Party in its Payment Duties capacity as of the Determination Date related to such Payment Datesuch, and deliver such calculations to the Borrower and the Collateral Manager (andno implied covenants, following the delivery of a Notice of Exclusive Controlfunctions, the Administrative Agent and the Collateral Manager) for the Collateral Manager’s (obligations or Administrative Agent’s, as applicable) review no later than two (2) Business Days prior to such Payment Date. The approval of such calculations (which may be by email) by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) shall constitute instructions by the Collateral Manager (or after delivery of a Notice of Exclusive Control, the Administrative Agent) to the Collateral Custodian to withdraw on the related Payment Date from the applicable Collection Account and pay or transfer amounts set forth in such report in the manner specified, and in accordance with the priorities established, in Section 2.7 or Section 2.8, as applicable. (vii) In performing its duties, (A) the Collateral Custodian shall comply with the standard of care and express terms of the Transaction Documents with respect to the collateral that it holds hereunder and (B) calculations made by the Collateral Custodian pursuant to this Section 7.2(b) responsibilities shall be made using information provided by the Borrower or the Collateral Manager to the Collateral Custodian. (viii) The parties acknowledges that in accordance with the Customer Identification Program (CIP) requirements under the USA Patriot Act and its implementing regulations, the Collateral Custodian in order to help fight the funding of terrorism and money laundering, is required to obtain, verify, and record information that identifies each person or legal entity that establishes a relationship or opens an account with the Collateral Custodian. The Borrower hereby agrees that it shall provide the Collateral Custodian with such information as it may reasonably request including, but not limited to, the Borrower’s name, physical address, tax identification number and other information that will help the Collateral Custodian identify and verify the Borrower’s identity (and in certain circumstances, the beneficial owners thereof) such as organizational documents, certificate of good standing, license to do business, or other pertinent identifying information. (ix) The Collateral Custodian shall create a collateral database with respect to the Collateral (the “Collateral Database”), and update the Collateral Database daily for changes, including to reflect the sale or other disposition of the Collateral, based upon, and to the extent of, information furnished to the Collateral Custodian by the Borrower as may be reasonably required by the Collateral Custodian. (x) The Collateral Custodian shall track the receipt and daily allocation to the Accounts of Collections, the outstanding balances therein, and any withdrawals therefrom and, on each Business Day, provide to the Collateral Manager daily reports reflecting such actions as of the close of business on the preceding Business Day. (xi) The Collateral Custodian shall provide such other information with respect to the Collateral as may be routinely maintained by the Collateral Custodian or as may be required by read into this Agreement, in each case as the Borrowerother Transaction Documents or otherwise exist against the Custodian. Without limiting the generality of the foregoing, Collateral Manager or it is hereby expressly agreed and stipulated by the Administrative Agent may reasonably request from time to time. (xii) The Collateral other parties hereto that the Custodian shall notify the Borrower, the Collateral Manager not be required to exercise any discretion hereunder and the Administrative Agent upon receiving notices, reports shall have no investment or proxies or any other requests relating to corporate actions affecting the Collateralmanagement responsibility.