Common use of Information Agent Clause in Contracts

Information Agent. (a) In accordance with Section 14.17 of the Indenture, the Issuer hereby appoints the Collateral Administrator to act as the Information Agent and the Collateral Administrator hereby accepts such appointment. The parties hereto agree that any information required to be provided to the Information Agent under the Indenture or hereunder (“17g-5 Information”) shall be sent to the Information Agent’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ (the “Information Agent Address”) specifically referencing “Silver Point SCF CLO IV, Ltd. – Rule 17g-5 Information” in the subject line (or such other e-mail address or subject line specified by the Information Agent in writing to the Issuer and the Collateral Manager) and containing in the body of such e-mail an identification of the type of 17g-5 Information being provided. All e-mails sent to the Information Agent pursuant to this Agreement or the Indenture shall only contain the 17g-5 Information and no other information, documents, requests or communications. Each e-mail sent to the Information Agent pursuant to this Agreement or the Indenture failing to be sent to the Information Agent Address or failing to conform to the foregoing requirements of this paragraph shall be deemed incomplete and the Information Agent shall have no obligations with respect thereto. (b) The Information Agent shall (i) forward, or cause to be forwarded, via e-mail any 17g-5 Information to the 17g-5 Website’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ (the “17g-5 Address”) (or such other e-mail address specified by the Issuer in writing to the Information Agent), but only to the extent such 17g-5 Information is received by the Information Agent at the Information Agent Address in accordance herewith and (ii) if requested, approve such 17g-5 Information for posting on the 17g-5 Website upon receipt of an e-mail from the 17g-5 Website (the “Confirmation Email”) at the Information Agent Address requesting that such information be approved for posting; provided, that the Information Agent may determine in its sole discretion to cause the posting of such 17g-5 Information on the 17g-5 Website in such other manner established or approved by the Information Agent and permitted by the 17g-5 Website. The Information Agent will not be responsible or liable for any failure of the 17g-5 Website to receive forwarded emails, provide Confirmation Emails or for the actual posting of such 17g-5 Information after the Information Agent has approved the same for posting. (c) In the event that the Information Agent encounters a problem when forwarding the 17g-5 Information to the 17g-5 Address or approving the 17g-5 Information upon receipt of a Confirmation Email, the Information Agent’s sole responsibility shall be to attempt to forward and/or approve such 17g-5 Information an additional time. In the event the Information Agent still encounters a problem, it shall provide notice of such failure to the Issuer, the Collateral Manager and such other Person, if applicable, that provided the 17g-5 Information to the Information Agent, at which time the Information Agent shall have no further obligations with respect to such 17g-5 Information; provided, however, that the Information Agent may, but shall have no obligation to, attempt to forward any 17g-5 Information to the 17g-5 Address more than twice; provided, further, that the foregoing shall in no way limit the right of the Issuer or the Collateral Manager to direct the Information Agent to resubmit such 17g-5 Information or additional 17g-5 Information at a later time pursuant to Section 2A(b) above. Notwithstanding anything herein or in any other document to the contrary, in no event shall the Information Agent be responsible for forwarding any information other than the 17g-5 Information in accordance herewith. (d) The Information Agent shall forward all 17g-5 Information it receives in accordance herewith to the 17g-5 Website on the same Business Day of receipt; provided, that such 17g-5 Information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent shall approve for posting the 17g-5 Information on the same Business Day of receipt of any Confirmation Email; provided, that such Confirmation Email is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent’s “approval” of 17g-5 Information for posting is ministerial in nature only, and the Information Agent shall have no obligation or duty to verify, confirm or otherwise determine whether the 17g-5 Information being delivered is accurate, complete, conforms to the terms of the Indenture or related transaction, conforms to the requirements of Rule 17g-5 of the Exchange Act or otherwise is or is not anything other than what it purports to be. In the event that any 17g-5 Information is delivered or posted in error, the Information Agent may remove such information from the 17g-5 Website. The Collateral Administrator and the Information Agent have not obtained and shall not be deemed to have obtained actual knowledge of any 17g-5 Information merely by posting such information to the 17g-5 Website to the extent such information was not produced by the Collateral Administrator or the Information Agent, as applicable. Neither the Information Agent nor the Collateral Administrator shall have any obligation to engage in or respond to any oral communications with respect to the transactions contemplated hereby, any transaction documents relating hereto or in any way relating to the Debt or for the purposes of determining the initial credit rating of the Debt or undertaking credit rating surveillance of the Debt with any Rating Agency or any of its respective officers, directors or employees. Neither the Information Agent nor the Collateral Administrator will be responsible for maintaining the 17g-5 Website or assuring that the 17g-5 Website complies with the requirements of this Agreement, Rule 17g-5 or any other law or regulation. In no event will either of the Information Agent or the Collateral Administrator be deemed to make any representation in respect of the content of the 17g-5 Website or compliance of the 17g-5 Website with this Agreement, Rule 17g-5 or any other law or regulation. Neither the Information Agent nor the Collateral Administrator will be responsible or liable for the dissemination of any identification numbers or passwords for the 17g-5 Website, including by the Co-Issuers, the Rating Agencies, the NRSROs, any of their agents or any other party. Neither the Information Agent nor the Collateral Administrator will be liable for the use of any information posted on the 17g-5 Website, whether by the Co-Issuers, the Rating Agencies, the NRSROs or any other third party that may gain access to the 17g-5 Information posted thereon. (e) For the avoidance of doubt, all the benefits, rights, protections, immunities and indemnities of the Collateral Administrator under this Agreement and the Indenture are enjoyed by the Collateral Administrator in its capacity as Information Agent.

Information Agent. (a) In accordance with Section 14.17 14.4 of the Indenture, the Issuer hereby appoints the Collateral Administrator to act as the Information Agent and the Collateral Administrator hereby accepts such appointment. The parties hereto agree that any information required to be provided to the Information Agent under the Indenture or hereunder (“Rule 17g-5 Information”) shall be sent to the Information Agent’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇.▇▇▇ (the “Information Agent Email Address”) specifically referencing “Silver Point SCF CLO IV, Ltd. Saratoga Investment Corp. 2013-1 – Rule 17g-5 Information” in the subject line (or such other e-mail address or subject line specified by the Information Agent in writing to the Issuer and the Collateral Investment Manager) and containing in the body of such e-mail an identification of the type of Rule 17g-5 Information being provided. All e-mails sent to the Information Agent pursuant to this Agreement or the Indenture shall only contain the Rule 17g-5 Information and no other information, documents, requests or communications. Each e-mail sent to the Information Agent pursuant to this Agreement or the Indenture failing to be sent to the Information Agent Email Address or failing to conform to the foregoing requirements of this paragraph shall be deemed incomplete and the Information Agent shall have no obligations with respect thereto. (b) The Information Agent shall (i) forward, or cause to be forwarded, via e-mail any Rule 17g-5 Information to the 17g-5 Issuer’s Website’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇ (the “17g-5 Email Address”) (or such other e-mail address specified by the Issuer in writing to the Information Agent), but only to the extent such Rule 17g-5 Information is received by the Information Agent at the Information Agent Email Address in accordance herewith and (ii) if requested, approve such Rule 17g-5 Information for posting on the 17g-5 Issuer’s Website upon receipt of an e-mail from the 17g-5 Issuer’s Website (the “Confirmation Email”) at the Information Agent Email Address requesting that such information be approved for posting; provided, that the Information Agent may determine in its sole discretion to cause the posting of such Rule 17g-5 Information on the 17g-5 Issuer’s Website in such other manner established or approved by the Information Agent and permitted by the 17g-5 Issuer’s Website. The Information Agent will not be responsible or liable for any failure of the 17g-5 Issuer’s Website to receive forwarded emails, provide Confirmation Emails or for the actual posting of such Rule 17g-5 Information after the Information Agent has approved the same for posting. (c) In the event that the Information Agent encounters a problem when forwarding the Rule 17g-5 Information to the 17g-5 Email Address or approving the Rule 17g-5 Information upon receipt of a Confirmation Email, the Information Agent’s sole responsibility shall be to attempt to forward and/or approve such Rule 17g-5 Information an additional time. In the event the Information Agent still encounters a problem, it shall provide notice of such failure to the Issuer, the Collateral Investment Manager and such other Person, if applicable, that provided the Rule 17g-5 Information to the Information Agent, at which time the Information Agent shall have no further obligations with respect to such Rule 17g-5 Information; provided, however, that the Information Agent may, but shall have no obligation to, attempt to forward any Rule 17g-5 Information to the 17g-5 Email Address more than twice; provided, further, that the foregoing shall in no way limit the right of the Issuer or the Collateral Investment Manager to direct the Information Agent to resubmit such Rule 17g-5 Information or additional Rule 17g-5 Information at a later time pursuant to Section 2A(b) above. Notwithstanding anything herein or in any other document to the contrary, in no event shall the Information Agent be responsible for forwarding any information other than the Rule 17g-5 Information in accordance herewith. (d) The Information Agent shall forward all Rule 17g-5 Information it receives in accordance herewith to the 17g-5 Issuer’s Website on the same Business Day of receipt; provided, that such Rule 17g-5 Information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent shall approve for posting the Rule 17g-5 Information on the same Business Day of receipt of any Confirmation Email; provided, that such Confirmation Email is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent’s “approval” of Rule 17g-5 Information for posting is ministerial in nature only, and the Information Agent shall have no obligation or duty to verify, confirm or otherwise determine whether the Rule 17g-5 Information being delivered is accurate, complete, conforms to the terms of the Indenture or related transaction, conforms to the requirements of Rule 17g-5 of the Exchange Act or otherwise is or is not anything other than what it purports to be. In the event that any Rule 17g-5 Information is delivered or posted in error, each of the Trustee and the Information Agent may remove such information from the 17g-5 Issuer’s Website. The Trustee, the Collateral Administrator and the Information Agent have not obtained and shall not be deemed to have obtained actual knowledge of any Rule 17g-5 Information merely by posting such information to the 17g-5 Trustee’s website or the Issuer’s Website to the extent such information was not produced by the Trustee, the Collateral Administrator or the Information Agent, as applicable. Neither the Information Agent nor the Collateral Administrator shall have any obligation to engage in or respond to any oral communications with respect to the transactions contemplated hereby, any transaction documents relating hereto or in any way relating to the Debt Notes or for the purposes of determining the initial credit rating of the Debt Notes or undertaking credit rating surveillance of the Debt Notes with any Rating Agency or any of its respective officers, directors or employees. Neither the Information Agent nor the Collateral Administrator will be responsible for maintaining the 17g-5 Issuer’s Website or assuring that the 17g-5 Issuer’s Website complies with the requirements of this Agreement, Rule 17g-5 or any other law or regulation. In no event will either of the Information Agent or the Collateral Administrator be deemed to make any representation in respect of the content of the 17g-5 Issuer’s Website or compliance of the 17g-5 Issuer’s Website with this Agreement, Rule 17g-5 or any other law or regulation. Neither the Information Agent nor the Collateral Administrator will be responsible or liable for the dissemination of any identification numbers or passwords for the 17g-5 Issuer’s Website, including by the Co-Issuers, the Rating Agencies, the NRSROs, any of their agents or any other party. Neither the Information Agent nor the Collateral Administrator will be liable for the use of any information posted on the 17g-5 Issuer’s Website, whether by the Co-Issuers, the Rating Agencies, the NRSROs or any other third party that may gain access to the Rule 17g-5 Information posted thereon. (e) For the avoidance of doubt, all the benefits, rights, protections, immunities and indemnities of the Collateral Administrator under this Agreement and the Indenture are enjoyed by the Collateral Administrator in its capacity as Information Agent. (f) The Issuer shall cause access to the Issuer’s Website to be provided to the NRSROs upon receipt of a certification from such NRSRO (which certification may be submitted electronically via the Issuer’s Website) and also to the Information Agent. The Issuer shall cause the Issuer’s Website to provide a mechanism to notify the Information Agent and each other Person that has signed up for access to the Issuer’s Website in respect of the Indenture each time an additional document is posted to the Issuer’s Website.

Information Agent. (a) In accordance with Section 14.17 of the Indenture, the Issuer hereby appoints the Collateral Administrator to act as the Information Agent and the Collateral Administrator hereby accepts such appointment. The parties hereto agree that any information required to be provided to the Information Agent under the Indenture or hereunder (“17g-5 Information”) shall be sent to the Information Agent’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ (the “Information Agent Address”) specifically referencing “Silver Point SCF CLO IVI, Ltd. – Rule 17g-5 Information” in the subject line (or such other e-mail address or subject line specified by the Information Agent in writing to the Issuer and the Collateral Manager) and containing in the body of such e-mail an identification of the type of 17g-5 Information being provided. All e-mails sent to the Information Agent pursuant to this Agreement or the Indenture shall only contain the 17g-5 Information and no other information, documents, requests or communications. Each e-mail sent to the Information Agent pursuant to this Agreement or the Indenture failing to be sent to the Information Agent Address or failing to conform to the foregoing requirements of this paragraph shall be deemed incomplete and the Information Agent shall have no obligations with respect thereto. (b) The Information Agent shall (i) forward, or cause to be forwarded, via e-mail any 17g-5 Information to the 17g-5 Website’s e-mail address at ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ (the “17g-5 Address”) (or such other e-mail address specified by the Issuer in writing to the Information Agent), but only to the extent such 17g-5 Information is received by the Information Agent at the Information Agent Address in accordance herewith and (ii) if requested, approve such 17g-5 Information for posting on the 17g-5 Website upon receipt of an e-mail from the 17g-5 Website (the “Confirmation Email”) at the Information Agent Address requesting that such information be approved for posting; provided, that the Information Agent may determine in its sole discretion to cause the posting of such 17g-5 Information on the 17g-5 Website in such other manner established or approved by the Information Agent and permitted by the 17g-5 Website. The Information Agent will not be responsible or liable for any failure of the 17g-5 Website to receive forwarded emails, provide Confirmation Emails or for the actual posting of such 17g-5 Information after the Information Agent has approved the same for posting. (c) In the event that the Information Agent encounters a problem when forwarding the 17g-5 Information to the 17g-5 Address or approving the 17g-5 Information upon receipt of a Confirmation Email, the Information Agent’s sole responsibility shall be to attempt to forward and/or approve such 17g-5 Information an additional time. In the event the Information Agent still encounters a problem, it shall provide notice of such failure to the Issuer, the Collateral Manager and such other Person, if applicable, that provided the 17g-5 Information to the Information Agent, at which time the Information Agent shall have no further obligations with respect to such 17g-5 Information; provided, however, that the Information Agent may, but shall have no obligation to, attempt to forward any 17g-5 Information to the 17g-5 Address more than twice; provided, further, that the foregoing shall in no way limit the right of the Issuer or the Collateral Manager to direct the Information Agent to resubmit such 17g-5 Information or additional 17g-5 Information at a later time pursuant to Section 2A(b) above. Notwithstanding anything herein or in any other document to the contrary, in no event shall the Information Agent be responsible for forwarding any information other than the 17g-5 Information in accordance herewith. (d) The Information Agent shall forward all 17g-5 Information it receives in accordance herewith to the 17g-5 Website on the same Business Day of receipt; provided, that such 17g-5 Information is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent shall approve for posting the 17g-5 Information on the same Business Day of receipt of any Confirmation Email; provided, that such Confirmation Email is received by 12:00 p.m. (eastern time) or, if received after 12:00 p.m. (eastern time), on the next Business Day. The Information Agent’s “approval” of 17g-5 Information for posting is ministerial in nature only, and the Information Agent shall have no obligation or duty to verify, confirm or otherwise determine whether the 17g-5 Information being delivered is accurate, complete, conforms to the terms of the Indenture or related transaction, conforms to the requirements of Rule 17g-5 of the Exchange Act or otherwise is or is not anything other than what it purports to be. In the event that any 17g-5 Information is delivered or posted in error, the Information Agent may remove such information from the 17g-5 Website. The Collateral Administrator and the Information Agent have not obtained and shall not be deemed to have obtained actual knowledge of any 17g-5 Information merely by posting such information to the 17g-5 Website to the extent such information was not produced by the Collateral Administrator or the Information Agent, as applicable. Neither the Information Agent nor the Collateral Administrator shall have any obligation to engage in or respond to any oral communications with respect to the transactions contemplated hereby, any transaction documents relating hereto or in any way relating to the Debt or for the purposes of determining the initial credit rating of the Debt or undertaking credit rating surveillance of the Debt with any Rating Agency or any of its respective officers, directors or employees. Neither the Information Agent nor the Collateral Administrator will be responsible for maintaining the 17g-5 Website or assuring that the 17g-5 Website complies with the requirements of this Agreement, Rule 17g-5 or any other law or regulation. In no event will either of the Information Agent or the Collateral Administrator be deemed to make any representation in respect of the content of the 17g-5 Website or compliance of the 17g-5 Website with this Agreement, Rule 17g-5 or any other law or regulation. Neither the Information Agent nor the Collateral Administrator will be responsible or liable for the dissemination of any identification numbers or passwords for the 17g-5 Website, including by the Co-Issuers, the Rating Agencies, the NRSROs, any of their agents or any other party. Neither the Information Agent nor the Collateral Administrator will be liable for the use of any information posted on the 17g-5 Website, whether by the Co-Issuers, the Rating Agencies, the NRSROs or any other third party that may gain access to the 17g-5 Information posted thereon. (e) For the avoidance of doubt, all the benefits, rights, protections, immunities and indemnities of the Collateral Administrator under this Agreement and the Indenture are enjoyed by the Collateral Administrator in its capacity as Information Agent.