Common use of Payment Account Clause in Contracts

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account shall remain uninvested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “Athena Funding I LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “ORCC Financing IV LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit amounts in the Payment Account shall remain uninvested.

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve)Xxxxx’x. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “GCP SG Warehouse 2022-1 Payment Account, subject to the lien of Wilmington Trust, National Association, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Loans and the Subordinated Notes in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Collateral Agent Fees, Collateral Administrator Fees, Collateral Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and each in accordance with (and subject to the terms limitations contained in) the Priority of this IndenturePayments. For the avoidance of doubt, each Payment Date Report shall constitute instructions to the Collateral Agent to withdraw on the related Quarterly Payment Date from the Payment Account and pay or transfer the amounts set forth in such report in the manner specified, and in accordance with the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Collateral Manager, the Lenders and the Co-Issuer Subordinated Noteholders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit amounts in the Payment Account shall remain uninvested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name OR Tech Financing I LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name ORCC Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account amounts therein shall remain uninvested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Original Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name OR Tech Financing I LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee the Borrower shall, on or prior to the Closing Date, establish a Securities Account with at the Custodial Accounts Securities Intermediary a segregated trust account in the name “Tech Income Funding I LLC, subject to the lien of State Street Bank and Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalAccount Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. To the extent that any amounts to be held in the Payment Account are denominated in a Specified Currency other than USD, the Collateral Agent shall immediately convert such Principal Proceeds into USD, at the prevailing spot rate of exchange at such time. Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes of and make other payments amounts owing in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay Administrative Expenses (which Borrower Order shall be deemed to be provided for Administrative Expenses identified in the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Valuation Report) and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12. The Trustee agrees Collateral Agent shall cause the transfer to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject for application pursuant to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The , on the first Business Day preceding each Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (Date, or, if not rated by DBRSsuch funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (1) the Interest Collection Account and (2) the Principal Collection Account (other than Cash that the Services Provider is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “Core Income Funding I LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name ORCC Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the Account Bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “Core Income Funding VI LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Share Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt 176 rating of by each Rating Agency at least equal to “Aa3BBB+” by Xxxxx’x and or “A (low)A2,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least equal to “A-1,” “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating or “F1,” as the applicable Rating Agency shall approve)applicable. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish at the Custodian a Securities Account with single, segregated non-interest bearing account in the Custodial Securities Intermediary name "ASIF Funding II, LLC Payment Account", subject to the lien of the Collateral Agent for the benefit of the Secured Parties, which shall be designated as the “"Payment Account,” " and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower's right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderCollateral Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Administrative Expenses, Commitment Fees, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Servicer and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account amounts therein shall remain uninvested; provided that if such institution's rating falls below any such rating threshold, the assets held in such Covered Account shall be moved by the Borrower within 30 calendar days to another institution that satisfies the definition of Eligible Account Bank.

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “"Payment Account,” " which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (orequal to "A-" or "A2," as applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account shall remain uninvested.equal to "A-1," "

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “ORCC II Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Equity Interest Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Paying Agency AgreementEquityholders, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-The Issuer shall have any no legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with either (x) the Trustee’s Corporate Trust Office Office, in a segregated trust account that is subject to fiduciary funds on deposit regulations (or internal guidelines) substantially similar to 12 C.F.R. § 9.10(b) or (y) a financial institution having a long-term debt rating of at least equal to “Aa3” by Xxxxx’x Mxxxx’x and “A the equivalent by KBRA (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higherKBRA) rating by any two other NRSROs (which may include Xxxxx’x)) or and a short-term debt rating of at least equal to “P-1” by Xxxxx’x Mxxxx’x and the equivalent by DBRS KBRA (if rated by DBRSKBRA) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit Funds in the Payment Account may be invested and, if invested, shall remain uninvestedbe invested by, and at the risk of, the Trustee in Eligible Investments described in clause (vii) of the definition thereof, which shall mature, unless payable on demand, not later than such time on the Payment Date which will allow the Trustee to make withdrawals from the Payment Account under Section 10.3, and any such Eligible Investment shall not be sold or disposed of prior to its maturity unless payable on demand. All such Eligible Investments shall be made in the name of “Wxxxx Fargo Bank, National Association, as Trustee for the Secured Parties.” An amount equal to all income and gain realized from any such investment (to the extent not applied to offset losses on other investments) shall be paid to the Trustee as additional compensation and shall be subject to its withdrawal at any time from time to time. The amount of any losses incurred in respect of any such investments shall be for the account of the Trustee which shall deposit the amount of such loss (to the extent not offset by income from other investments) in the Payment Account out of its own funds immediately as realized.

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent Owner Trustee for deposit into the Preferred Share Certificate Distribution Account for distributions to the Preferred Shareholders Certificateholder in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreementthis Indenture, (iii) upon Issuer Order, to pay other amounts specified thereinherein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-The Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least equal to “Aa3BBB+” by Xxxxx’x and or “A (low)A2,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least equal to “A-1,” “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating or “F1,” as the applicable Rating Agency shall approve)applicable. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “ABPCIC Funding I LLC Payment Account, subject to the lien of the Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Senior Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Collateral Agent Fees, Administrative Expenses, Commitment Fees, Increased Costs, Funding Losses, Indemnified Taxes and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer Senior Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Eligible Account shall remain uninvestedBank.

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders and each Hedge Counterparty. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Share Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least equal to “Aa3BBB+” by Xxxxx’x and or “A (low)A2,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least equal to “A-1,” “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating or “F1,” as the applicable Rating Agency shall approve)applicable. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Issuer shall, on or prior to the Closing Date, establish a Securities Account with at the Custodial Issuer Accounts Securities Intermediary a segregated trust account in the name “FSSL Finance BB AssetCo LLC, subject to the lien of Computershare Trust Company, N.A., as Trustee on behalf of the Secured Parties,” which shall be designated as the “Payment Account,” , which shall be held by the Issuer Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections Section 11.1 and 11.2in this Section 10.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal of and premium, if any, on the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this IndentureIndenture and, (ii) upon Issuer Order to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Administrative Expenses and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 13.1. The Trustee agrees to give the Issuer and notice as soon as practicable under the Co-Issuer immediate circumstances if a Trust Officer of the Trustee receives written notice if it becomes aware or has actual knowledge that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-The Issuer shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority provisions of Paymentsthis Indenture and the Securities Account Control Agreement. The At all times, the Payment Account shall remain at all times with an institution that satisfies the Corporate Trust Office requirements of Section 10.1. The Issuer or a financial institution having a long-term debt rating the Investment Manager on behalf of at least “Aa3” by Xxxxx’x the Issuer shall direct the Trustee in writing to, and “A (lowupon the receipt of such written instructions, the Trustee shall, cause the transfer to the Payment Account, for application pursuant to Section 11.1(a)” by DBRS (or, if not rated by DBRSon the first Business Day preceding each Payment Date, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each casethe event such funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, such lower rating as the applicable Rating Agency shall approvecase may be, on the Business Day preceding each Payment Date pursuant to Section 10.1 of any amounts then held in Cash in (i) the Interest Collection Account and (ii) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations), other than Proceeds received after the end of the Due Period with respect to such Payment Date. Amounts on deposit in the Payment Account shall remain uninvested.115

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name ““Core Income Funding I LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties””, which shall be designated as the ““Payment Account,”” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Initial Funding Date, establish a Securities Account with at the Custodial Borrower Accounts Securities Intermediary a segregated trust account in the name “Gladwyne Funding LLC, subject to the lien of Wxxxx Fargo Bank, National Association, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Borrower Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal of and premium, if any, on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Administrative Expenses and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12. The Trustee Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer immediate Administrative Agent notice as soon as practicable under the circumstances if it becomes aware an Authorized Officer of the Collateral Agent obtains actual knowledge or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority provisions of Paymentsthis Agreement and the Securities Account Control Agreement. The At all times, the Payment Account shall remain at all times with an institution that satisfies the Corporate Trust Office requirements of Section 6.1. The Borrower or a financial institution having a long-term debt rating the Investment Manager on behalf of at least “Aa3” by Xxxxx’x the Borrower shall direct the Collateral Agent in writing to, and “A (low)” by DBRS (orupon the receipt of such written instructions, if not rated by DBRSthe Collateral Agent shall, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating cause the transfer to the Payment Account, for application pursuant to the Priority of at least “P-1” by Xxxxx’x and Payments, on the equivalent by DBRS (if rated by DBRS) (first Business Day preceding each Payment Date, or, in each casethe event such funds are permitted to be available in the Interest Collection Accounts or the Borrowing Base Principal Collection Account, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (i) the Interest Collection Accounts and (ii) the Borrowing Base Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Borrowing Base Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “Tech Income Funding III LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the 135 equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account shall remain uninvested.

Payment Account. The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “"Payment Account,” " which shall be held in trust for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Share Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (orequal to "BBB+" or "A2," as applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account shall remain uninvested.equal to "A-1," "

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust 189 for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Share Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least equal to “Aa3A-” by Xxxxx’x and or “A (low)A2,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least equal to “A-1,” “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating or “F1,” as the applicable Rating Agency shall approve)applicable. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “ORCC II Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvested.is maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement. 121

Payment Account. The Trustee Borrower shall, on or prior to the Closing Initial Credit Date, establish a Securities Account with at the Custodial Accounts Securities Intermediary a segregated trust account in the name “Grouse Funding LLC, subject to the lien of State Street Bank And Trust Company, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. To the extent that any amounts to be held in the Payment Account are denominated in a Specified Currency other than USD, the Collateral Agent will cause such amounts to be deposited in the subaccount of the Payment Account established for such currency (or in such other account as the Collateral Agent may have established to hold such currency for purposes of this Agreement and the other Transaction Documents). Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes of and make other payments amounts owing in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay Administrative Expenses (which Borrower Order shall be deemed to be provided for Administrative Expenses identified in the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Monthly Report) and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12. The Trustee agrees to give Collateral Agent shall cause the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise transfer to the credit of the respective Payment Account, shall become subject for application pursuant to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The , on the first Business Day preceding each Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (Date, or, if not rated by DBRSsuch funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (1) the Interest Collection Account and (2) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Initial Funding Date, establish a Securities Account with at the Custodial Borrower Accounts Securities Intermediary a segregated trust account in the name “Gladwyne Funding LLC, subject to the lien of Citibank, N.A., as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Borrower Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal of and premium, if any, on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Administrative Expenses and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12 of the Agreement to which this Schedule F is attached. The Trustee Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer immediate Administrative Agent notice as soon as practicable under the circumstances if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority provisions of Paymentsthis Agreement and the Securities Account Control Agreement. The At all times, the Payment Account shall remain at all times with an institution that satisfies the Corporate Trust Office requirements of Section 1 of this Schedule F. The Borrower or a financial institution having a long-term debt rating the Investment Manager on behalf of at least “Aa3” by Xxxxx’x the Borrower shall direct the Collateral Agent in writing to, and “A (low)” by DBRS (orupon the receipt of such written instructions, if not rated by DBRSthe Collateral Agent shall, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating cause the transfer to the Payment Account, for application pursuant to the Priority of at least “P-1” by Xxxxx’x and Payments, on the equivalent by DBRS (if rated by DBRS) (first Business Day preceding each Payment Date, or, in each casethe event such funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 1 above of any amounts then held in Cash in (i) the Interest Collection Account and (ii) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Initial Funding Date, establish a Securities Account with at the Custodial Borrower Accounts Securities Intermediary a segregated trust account in the name “Germantown Funding LLC, subject to the lien of Wxxxx Fargo Bank, National Association, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Borrower Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal of and premium, if any, on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Administrative Expenses and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12 of this Agreement. The Trustee Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer immediate Administrative Agent notice as soon as practicable under the circumstances if it becomes aware an Authorized Officer of the Collateral Agent obtains actual knowledge or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority provisions of Paymentsthis Agreement and the Securities Account Control Agreement. The At all times, the Payment Account shall remain at all times with an institution that satisfies the Corporate Trust Office requirements of Section 6.1. The Borrower or a financial institution having a long-term debt rating the Investment Manager on behalf of at least “Aa3” by Xxxxx’x the Borrower shall direct the Collateral Agent in writing to, and “A (low)” by DBRS (orupon the receipt of such written instructions, if not rated by DBRSthe Collateral Agent shall, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating cause the transfer to the Payment Account, for application pursuant to the Priority of at least “P-1” by Xxxxx’x and Payments, on the equivalent by DBRS (if rated by DBRS) (first Business Day preceding each Payment Date, or, in each casethe event such funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (i) the Interest Collection Account and (ii) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Date, establish a Securities Account with at the Custodial Accounts Securities Intermediary a segregated trust account in the name “KLCC SPV GS1 LLC, subject to the lien of State Street, as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalAccount Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. To the extent that any amounts to be held in the Payment Account are denominated in a Specified Currency other than USD, the Collateral Agent will cause such amounts to be deposited in the subaccount of the Payment Account established for such currency (or in such other account as the Collateral Agent may have established to hold such currency for purposes of this Agreement and the other Transaction Documents). Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes of and make other payments amounts owing in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay Administrative Expenses (which Borrower Order shall be deemed to be provided for Administrative Expenses identified in the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Monthly Report) and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12. The Trustee agrees to give Collateral Agent shall cause the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise transfer to the credit of the respective Payment Account, shall become subject for application pursuant to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The , on the first Business Day preceding each Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (Date, or, if not rated by DBRSsuch funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (1) the Interest Collection Account and (2) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Date, establish a Securities Account with at the Custodial Accounts Securities Intermediary a segregated trust account in the name “New Mountain Guardian III SPV, L.L.C., subject to the lien of Western Alliance Trust Company, N.A., as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit benef it of the Secured Parties. To the extent that any amounts to be held in the Payment Account are denominated in a Specified Currency other than USD, the Collateral Agent will cause such amounts to be deposited in the subaccount of the Payment Account established for such currency (or in such other account as the Collateral Agent may have established to hold such currency for purposes of this Agreement and the other Transaction Documents). Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 6.3, the only permitted permit xxx withdrawal from f rom or application of funds on deposit in, or otherwise to the credit ofof , the Payment Account shall be (i) to pay the interest on and the principal on the Notes of and make other payments amounts owing in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay Administrative Expenses (which Borrower Order shall be deemed to be provided for Administrative Expenses identif ied in the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Monthly Report) and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12. The Trustee agrees to give Collateral Agent shall cause the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise transfer to the credit of the respective Payment Account, shall become subject for application pursuant to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The , on the first Business Day preceding each Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (Date, or, if not rated by DBRSsuch funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 6.1 of any amounts then held in Cash in (1) the Interest Collection Account and (2) the Principal Collection Account and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received af ter the end of the Due Period with respect to such Payment Account shall remain uninvested.Date. (b) [reserved]. (c)

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary single, segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust 199 for the benefit of the Secured Parties Noteholders and each Hedge Counterparty and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured PartiesNoteholders. Except as provided in Sections 11.1 and 11.2Article 11, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Share Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms and the provisions of the Preferred Share Shares Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least equal to “Aa3A-” by Xxxxx’x and or “A (low)A3,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of by each Rating Agency at least equal to “A-1,” “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating or “F1,” as the applicable Rating Agency shall approve)applicable. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name ORCC Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties””, which shall be designated as the “”Payment Account,”” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the Account Bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name “Core Income Funding IV LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Ramp-Up Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing trust account in the Custodial Securities Intermediary name ““ORCC II Financing II LLC Payment Account, subject to the lien of State Street Bank and Trust Company, as Collateral Agent for the benefit of the Secured Parties””, which shall be designated as the ““Payment Account,”” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust for the benefit of the Secured Parties and over which the Trustee Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, Collateral Agent Fees, Collateral Administrator Fees, Document Custodian Fee, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee Collateral Agent agrees to give the Issuer Borrower, the Services Provider and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x and “A (low)” by DBRS (oran Eligible Account Bank, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as amounts therein shall remain uninvested. In the applicable Rating Agency shall approve). Amounts on deposit in event that the account bank at which the Payment Account shall remain uninvestedis maintained ceases to be an Eligible Account Bank, or the account bank with respect to the Payment Account gives notice that it is terminating the Account Control Agreement, then Borrower shall, within 60 days of such occurrence, move the Payment Account to an Eligible Account Bank and cause the successor account bank to enter into a control agreement.

Payment Account. The Trustee Borrower shall, on or prior to the Closing Initial Funding Date, establish a Securities Account with at the Custodial Borrower Accounts Securities Intermediary a segregated trust account in the name “Green Creek LLC, subject to the lien of Citibank, N.A., as Collateral Agent on behalf of the Secured Parties”, which shall be designated as the “Payment Account,” , which shall be held by the Borrower Accounts Securities Intermediary in trust for accordance with the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawalSecurities Account Control Agreement. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee Collateral Agent for the benefit of the Secured Parties. Except as provided in Sections 11.1 the Priority of Payments and 11.2in this Section 3, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal of and premium, if any, on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) upon Borrower Order to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders in accordance with the terms Administrative Expenses and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms Priority of this Indenture, each Payments in accordance with the Priority of PaymentsPayments and Section 12 of the Agreement to which this Schedule F is attached. The Trustee Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer immediate Administrative Agent notice as soon as practicable under the circumstances if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority provisions of Paymentsthis Agreement and the Securities Account Control Agreement. The At all times, the Payment Account shall remain at all times with an institution that satisfies the Corporate Trust Office requirements of Section 1 of this Schedule F. The Borrower or a financial institution having a long-term debt rating the Investment Manager on behalf of at least “Aa3” by Xxxxx’x the Borrower shall direct the Collateral Agent in writing to, and “A (low)” by DBRS (orupon the receipt of such written instructions, if not rated by DBRSthe Collateral Agent shall, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating cause the transfer to the Payment Account, for application pursuant to the Priority of at least “P-1” by Xxxxx’x and Payments, on the equivalent by DBRS (if rated by DBRS) (first Business Day preceding each Payment Date, or, in each casethe event such funds are permitted to be available in the Interest Collection Account or the Principal Collection Account, such lower rating as the applicable Rating Agency shall approve). Amounts case may be, on deposit the Business Day preceding each Payment Date pursuant to Section 1 above of any amounts then held in Cash in (i) the Interest Collection Account and (ii) the Principal Collection Account (other than Cash that the Investment Manager is permitted to and elects to retain in such account for subsequent reinvestment in Collateral Obligations) and any Reinvestment Income on amounts in the Principal Collection Account, other than Proceeds received after the end of the Due Period with respect to such Payment Account shall remain uninvestedDate.

Payment Account. The Trustee U.S. Collateral Agent shall, on or prior to the Closing Date, establish a Securities Account with single, segregated non-interest bearing account in the Custodial Securities Intermediary name of “HLEND Holdings C, L.P. Payment Account, subject to the lien of the U.S. Collateral Agent”, which shall be designated as the “Payment Account,” and which shall be governed solely by the terms of this Agreement and the Account Control Agreement. Such account shall be held in trust the name of the Borrower, subject to the lien of the U.S. Collateral Agent for the benefit of the Lenders (and the other Secured Parties Parties), and over which the Trustee U.S. Collateral Agent shall have exclusive control over such account, subject to the Borrower’s right to give instructions specified herein, and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee U.S. Collateral Agent for the benefit of the Lenders (and the other Secured Parties). Except as provided in Sections 11.1 6.4 and 11.29.1, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on the Notes and make other payments in respect of the Notes Loans in accordance with their terms and the provisions of this IndentureAgreement and, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders upon Borrower Order or in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreement, (iii) upon Issuer OrderPayment Date Report, to pay fees, Administrative Agent Fees, U.S. Collateral Agent Fees, Administrative Expenses, Increased Costs and other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with (and subject to the limitations contained in) the Priority of Payments. The Trustee U.S. Collateral Agent agrees to give the Issuer Borrower and the Co-Issuer Lenders immediate notice if it becomes aware an Administrative Officer of the U.S. Collateral Agent obtains actual knowledge of or receives written notice that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer The Borrower shall not have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of at least “Aa3” by Xxxxx’x an Eligible Account Bank and “A (low)” by DBRS (or, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating of at least “P-1” by Xxxxx’x and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve). Amounts on deposit in the Payment Account shall remain uninvested.

Payment Account. (a) The Trustee shall, prior to the Closing Date, establish a Securities Account with the Custodial Securities Intermediary segregated trust account which shall be designated as the “Payment Account,” which shall be held in trust for the benefit of the Secured Parties and over which the Trustee shall have exclusive control and the sole right of withdrawal. Any and all funds at any time on deposit in, or otherwise to the credit of, the Payment Account shall be held in trust by the Trustee for the benefit of the Secured Parties. Except as provided in Sections 11.1 and 11.2, the only permitted withdrawal from or application of funds on deposit in, or otherwise to the credit of, the Payment Account shall be (i) to pay the interest on and the principal on of the Notes and make other payments in respect of the Notes in accordance with their terms and the provisions of this Indenture, (ii) to pay the Preferred Shares Paying Agent for deposit into the Preferred Share Distribution Account for distributions to the Preferred Shareholders Income Noteholders in accordance with the terms and the provisions of the Preferred Share Paying Agency Agreementthis Indenture, (iii) upon Issuer Order, to pay other amounts specified therein, and (iv) otherwise to pay amounts payable pursuant to and in accordance with the terms of this Indenture, each in accordance with the Priority of Payments. The Trustee agrees to give the Issuer and the Co-Issuer immediate notice if it becomes aware that the Payment Account or any funds on deposit therein, or otherwise to the credit of the Payment Account, shall become subject to any writ, order, judgment, warrant of attachment, execution or similar process. Neither the Issuer nor the Co-Issuer shall have any legal, equitable or beneficial interest in the Payment Account other than in accordance with the Priority of Payments. The Payment Account shall remain at all times with the Corporate Trust Office or a financial institution having a long-term debt rating of by each Rating Agency at least equal to “Aa3A+” by Xxxxx’x and or “A (low)A2,” by DBRS (oras applicable, if not rated by DBRS, an equivalent (or higher) rating by any two other NRSROs (which may include Xxxxx’x)) or a short-term debt rating by each Rating Agency at least equal to “A-1” or “P-1,” as applicable, and a short-term rating of at least “P-1F1” by Xxxxx’x Fitch. The Payment Account may be a subaccount of other accounts hereunder and the equivalent by DBRS (if rated by DBRS) (or, in each case, such lower rating as the applicable Rating Agency shall approve)may consist of one or more subaccounts. Amounts on deposit in the Payment Account shall remain uninvestednot be invested.