Common use of Special Redemption Clause in Contracts

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 6 contracts

Samples: Indenture and Security Agreement (Blue Owl Capital Corp), Indenture and Security Agreement (Owl Rock Capital Corp), Indenture and Security Agreement (Blue Owl Capital Corp)

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Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (A1) satisfy confirm to Moody’s that the Effective Date S&P Conditions Condition has been satisfied or (B2) obtain from S&P its Moody’s written confirmation of its Initial Ratings of the Secured Notes Notes, or (each of (iiii) and (ii), if a “Special Redemption”)Retention Deficiency exists to the extent necessary to reduce such Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (ix) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (iiy) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of PaymentsPayments on each Payment Date until the Issuer obtains confirmation from Moody’s of its Initial Ratings of the Notes (provided such confirmation is not required if the Effective Date Condition has been satisfied), or (z) Principal Proceeds necessary to reduce any outstanding Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clause (ii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency. In addition, for so long as any Listed Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be sent by the Trustee to the Irish Stock Exchange.

Appears in 3 contracts

Samples: NewStar Financial, Inc., NewStar Financial, Inc., NewStar Financial, Inc.

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 7.17 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in clause (E) of Section 11.1(a)(ii)(E11.1(a)(ii), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in clause (G) of Section 11.1(a)(i)(F11.1(a)(i) and clause (C) of Section 11.1(a)(ii)(C11.1(a)(ii) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 3 contracts

Samples: Indenture and Security Agreement (Owl Rock Capital Corp), Indenture and Security Agreement (Blue Owl Capital Corp), Indenture and Security Agreement (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on If, at any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii)time, a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”)Partnership Event shall occur and be continuing, the amount in the Collection Account representingGeneral Partner may dissolve Citizens Capital and, as applicableafter satisfaction of creditors, either (i) Principal Proceeds which upon receipt by the Collateral Manager has determined cannot Company of a No Recognition Opinion with respect to the Convertible Debentures and delivery of such No Recognition Opinion to Citizens Capital, cause the Convertible Debentures held by the General Partner, having an aggregate stated principal amount equal to the aggregate stated liquidation preference of, with a distribution rate identical to the distribution rate of, and accrued and unpaid distributions equal to accrued and unpaid distributions on and having the same record date for payment as the Partnership Preferred Securities, to be reinvested distributed to the holders of the Partnership Preferred Securities, in additional Collateral Obligations will be applied as described liquidation of such holders' interests in Section 11.1(a)(ii)(E), Citizens Capital or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal in the event the Company cannot receive a No Recognition Opinion, at the direction of the Secured Notes Company, as Debenture Issuer, and following the redemption, in accordance with whole or in part, of the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but Convertible Debentures in the case of manner set forth in the Indenture redeem, in whole or in part, the Partnership Preferred Securities in the manner set forth in this clause (ii)Agreement, only to the extent provided that the Collateral Manager does not direct General Partner is unable to avoid such Partnership Event by taking some ministerial action such as filing a form or making an election or pursuing some other reasonable measure that, in the sole judgment of the General Partner, will have no adverse effect on Citizens Capital, the General Partner or the Holders, if any, of the Trust Securities and will involve no material cost ("Ministerial Action"). In the event that the Interest Proceeds and Principal Proceeds be allocated to General Partner undertakes the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause actions specified in item (i) or (ii)of this paragraph, the “Special Redemption Amount”) will Company, as Sponsor, may dissolve the Trust, if in existence, and thereby cause the Convertible Debentures to be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior distributed to the applicable Special Redemption Date (x) by email transmissionHolders, if availableany, of the Trust Securities. In the event that (a) the Convertible Debentures are distributed in connection with a Partnership Event and otherwise by facsimile(b) the Company, as Sponsor of the Trust, causes or has caused the Trust to be liquidated, the Company will use its best efforts to have the Convertible Debentures listed on the NYSE or, if availablethe Trust Securities or the Partnership Preferred Securities, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in as the case of Global Notesmay be, delivered by electronic transmission to DTC) are not then listed on the NYSE, such other exchange on which the Trust Securities or the Share RegisterPartnership Preferred Securities, as applicablethe case may be, and to the Rating Agencymay then be listed.

Appears in 2 contracts

Samples: Citizens Utilities Capital L P, Citizens Utilities Capital L P

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion in accordance with the Collateral Manager Standard and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined in its sole discretion in accordance with the Collateral Manager Standard cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)clause (D) of the Priority of Principal Proceeds, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(Fclause (E) of the Priority of Interest Proceeds and Section 11.1(a)(ii)(Cclause (B) of the Priority of Principal Proceeds (but in the case of this clause (ii)the Priority of Principal Proceeds, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 2 contracts

Samples: Indenture and Security Agreement (Blue Owl Technology Finance Corp.), Indenture and Security Agreement (Owl Rock Technology Finance Corp.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee that a redemption (or prepayment) is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E11.1(a)(ii)(H), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(I) and Section 11.1(a)(ii)(C11.1(a)(ii)(F) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Collateral Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 2 contracts

Samples: Indenture and Security Agreement (Owl Rock Capital Corp), Indenture and Security Agreement (Owl Rock Core Income Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate unless the Effective Date Condition is satisfied, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (in the case of a Special Redemption described in clause (ii) above) (any such initial date a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency.

Appears in 2 contracts

Samples: Indenture (GOLUB CAPITAL BDC, Inc.), Indenture (GOLUB CAPITAL INVESTMENT Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date Business Day (i) during the Reinvestment Period, Period if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (provided such confirmation from Mxxxx’x is not required if the Moody’s Effective Date Deemed Rating Confirmation has occurred and such confirmation from S&P shall only be required if any Notes rated by S&P are then Outstanding) (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P each of the Rating Agencies of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency. In addition, for so long as any Listed Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be given by the Issuer to Noteholders by publication on the Irish Stock Exchange via the Companies Announcement Office.

Appears in 1 contract

Samples: Indenture (Golub Capital Investment Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a "Special Redemption"). On the first Payment Date following the Collection Period in which such notice is given (a "Special Redemption Date"), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(I) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the "Special Redemption Amount") will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture (MSD Investment Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations Obligations, or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (each of (i) or, with respect to Moody’s, to provide to Moody’s a Passing Report and (ii), a “Special Redemption”)to provide to the Trustee an Effective Date Accountants’ Report. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of PaymentsPayments on each Payment Date until the Issuer obtains confirmation from each of the Rating Agencies of the initial ratings of the Notes (or, with respect to Moody’s, provides to Moody’s a Passing Report and provides to the Trustee an Effective Date Accountants’ Report) (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clause (ii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to both Rating Agencies. In addition, for so long as any Listed Notes are listed on the Rating Agency.Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be sent by the Trustee to the Irish Listing Agent for release through the Companies Announcements Office of the Irish Stock Exchange. ARTICLE X

Appears in 1 contract

Samples: Indenture (NewStar Financial, Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments Distributions on any Payment Date Business Day (iA) during the Reinvestment Period, if the Collateral Portfolio Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Portfolio Manager in its sole discretion and which would satisfy meet the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of if a Retention Deficiency exists, to the Secured Notes extent necessary to reduce such Retention Deficiency to zero (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Distribution Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either representing (i1) Principal Proceeds which the Collateral Portfolio Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied necessary to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) reduce any outstanding Retention Deficiency to zero (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the “Special Redemption Amount”) will ), as the case may be, shall be applied in accordance with the Priority of PaymentsDistributions under Section 11.1(a)(ii). Notice of a Special Redemption payments pursuant to this Section 9.7 shall be given by the Trustee as soon as reasonably practicable, and in any case not less than three (3) Business Days prior to the applicable Special Redemption Date (xprovided, that such notice shall not be required in connection with a Special Redemption pursuant to clause (B) by email transmission, of the definition of such term if available, and otherwise by facsimile, if available, the Special Redemption Amount is not known on or (yprior to such date) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTCRegister) or the Share Register, as applicable, and to the Rating Agency. In addition, for so long as any Notes are listed on the Cayman Islands Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the Holders of such Notes shall also be given by the Issuer to the listing agent or listing advisor in the Cayman Islands in the name and at the expense of the Co-Issuers, to the Cayman Islands Stock Exchange.

Appears in 1 contract

Samples: BCC Middle (Bain Capital Specialty Finance, Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate unless the Effective Date Condition is satisfied, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes rated by it (in each of (i) and (ii)case, a "Special Redemption"). On the first Payment Date after the Closing Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (in the case of a Special Redemption described in clause (ii) above) (any such initial date a "Special Redemption Date"), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied rated by it (the applicable amount payable under clause (i) or (ii)such amount, the “a "Special Redemption Amount") will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the initial applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s Hxxxxx's facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency.

Appears in 1 contract

Samples: Indenture (Golub Capital Private Credit Fund)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a "Special Redemption"). On the first Payment Date following the Collection Period in which such notice is given (a "Special Redemption Date"), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(G) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the "Special Redemption Amount") will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee (and each applicable Loan Agent, if applicable) at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (A1) satisfy confirm to S&P that the Effective Date S&P Conditions Condition has been satisfied or (B2) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt, or (each of (iiii) and (ii), a “Special Redemption”)if an EU/UK Retention Deficiency exists to the extent necessary to reduce such EU/UK Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (ix) Principal Proceeds which that the Collateral Manager has determined (with written notice to the Trustee and the Collateral Administrator) cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (iiy) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or Debt (provided such confirmation is not required if the Effective Date S&P Conditions have Condition has been satisfied satisfied), or (the applicable amount payable under z) Principal Proceeds necessary to reduce any outstanding EU/UK Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clause (i) or (ii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given provided by the Trustee (and each applicable Loan Agent, if applicable) in the name and at the expense of the Issuer not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Note Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Loan Register, as applicable, and to S&P. In addition, so long as any Class of Debt is listed on Euronext Dublin and so long as the Rating Agency.guidelines of such exchange so require, the notice of redemption to the Holders of such Debt shall also be sent to Euronext Dublin. Section 9.7

Appears in 1 contract

Samples: Indenture and Security Agreement (Nuveen Churchill Direct Lending Corp.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (A1) satisfy confirm to S&P that the S&P Effective Date S&P Conditions Condition has been satisfied or (B2) obtain from S&P its the Rating Agency written confirmation of its Initial Ratings of the Secured Notes Debt, or (each of (iiii) and (ii), a “Special Redemption”)if an EU/UK Retention Deficiency exists to the extent necessary to reduce such EU/UK Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (ix) Principal Proceeds which the Collateral Manager has determined (with written notice to the Trustee and the Collateral Administrator) cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (iiy) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or Debt (provided such confirmation is not required if the S&P Effective Date S&P Conditions have Condition has been satisfied satisfied), or (the applicable amount payable under z) Principal Proceeds necessary to reduce any outstanding EU/UK Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clause (i) or (ii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given provided by the Trustee in the name and at the expense of the Issuer not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Notes Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture Agreement (HPS Corporate Lending Fund)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee that a redemption (or prepayment) is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(G) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Collateral Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Owl Rock Core Income Corp.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part by the Issuer in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion in accordance with the Collateral Manager Standard and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined in its sole discretion in accordance with the Collateral Manager Standard cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)clause (F) of the Priority of Principal Proceeds, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in Section 11.1(a)(i)(Fclause (H) of the Priority of Interest Proceeds and Section 11.1(a)(ii)(Cclause (B) of the Priority of Principal Proceeds (but in the case of this clause (ii)the Priority of Principal Proceeds, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Collateral Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) ), the Loan Register or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Technology Finance Corp. II)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Credit Income Corp.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee and the Loan Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate unless the Effective Date Condition is satisfied, if the Collateral Manager notifies the Collateral Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt rated by it (in each of (i) and (ii)case, a "Special Redemption"). On the first Payment Date after the Closing Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (any such initial date a "Special Redemption Date"), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied Debt rated by it (the applicable amount payable under clause (i) or (ii)such amount, the "Special Redemption Amount") will be available to be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Collateral Trustee and the Loan Agent not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the initial applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s Hxxxxx's facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Golub Capital BDC 3, Inc.

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption (or prepayment) is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency. In addition, for so long as any Listed Notes are listed on TISE and so long as the guidelines of such exchange so require, notice of Special Redemption shall also be given to the Holders of the Listed Notes by publication on TISE.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Capital Corp II)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate unless the Effective Date Condition is satisfied, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (in the case of a Special Redemption described in clause (ii) above) (any such initial date a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the each Rating Agency.

Appears in 1 contract

Samples: Indenture (GOLUB CAPITAL BDC, Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates unless the Collateral Manager withdraws such notice) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) representing Principal Proceeds which that the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)(such amount, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Collateral Manager (who shall forward such notice to both Rating AgencyAgencies). In addition, for so long as any Listed Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be given by the Issuer or, upon Issuer Order, by the Irish Paying Agent in the name and at the expense of the Issuer, to Noteholders by publication on the Irish Stock Exchange via the Companies Announcement Office.

Appears in 1 contract

Samples: Indenture (Garrison Capital LLC)

Special Redemption. Principal payments on the Secured Notes shall be made made, in part whole or in part, on any Payment Date in accordance with the Priority of Payments on any Payment Date (iwhether during or after the Non-Call Period) during the Reinvestment Periodif, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate the Portfolio Manager, if the Collateral Manager at its sole discretion, notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date Xxxxx'x Rating Condition and/or to cause S&P Conditions or (B) obtain from S&P its to provide written confirmation (which may take the form of a press release or other written communication) of its Initial Ratings of the Secured Notes (each of (i) and (ii), a "Special Redemption"). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a "Special Redemption Date”), ") the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) representing all Interest Proceeds and all other Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Priority of Payments for application in accordance with the Secured Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in an amount sufficient to satisfy the case of this clause (ii), only Xxxxx'x Rating Condition and/or to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated cause S&P to the purchase of additional Collateral Obligations) until the Issuer obtains provide written confirmation from S&P (which may take the form of the a press release or other written communication) of its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied pursuant to Section 7.18(e) (the applicable amount payable under clause (i) or (ii), the “a "Special Redemption Amount”) "), as applicable, will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) one Business Days Day prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, prepaid and to each Holder of Securities Notes affected thereby at such Holder’s 's facsimile number, email address or mailing address in the Note Register (andand to both Rating Agencies. In addition, for so long as any Listed Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the Holders of such Listed Notes shall also be given by the Issuer or, upon Issuer Order, in the case name and at the expense of Global Notesthe Co-Issuers, delivered to Noteholders by electronic transmission to DTC) or publication on the Share Register, as applicable, and to Irish Stock Exchange via the Rating AgencyCompanies Announcement Office.

Appears in 1 contract

Samples: Indenture (JMP Group Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clauses (ii) or (iii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations Obligations, (ii) prior to the Effective Date, if the Collateral Manager elects to direct a Special Redemption to the extent necessary to enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (1) confirm to Moody’s that the Effective Date Moody’s Condition has been satisfied, (2) obtain from Moody’s written confirmation of its Initial Rating of the Class A Notes, or (ii3) obtain written confirmation of its Initial Ratings of the Notes from S&P, (iii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (each of provided, such confirmation from Xxxxx’x is not required if the Effective Date Moody’s Condition has been satisfied) to the extent necessary to satisfy such condition, or (iiv) and (ii), if a “Special Redemption”)Retention Deficiency exists to the extent necessary to reduce such Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account and/or Exposure Funding Account representing, as applicable, either (ix) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (iiy) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of PaymentsPayments on each Payment Date until the Issuer obtains confirmation from each of the Rating Agencies of its Initial Ratings of the Notes (provided, such confirmation from Xxxxx’x is not required if the Effective Date Moody’s Condition has been satisfied), or (z) Principal Proceeds necessary to reduce any outstanding Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clauses (ii) or (iii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to both Rating Agencies. In addition, for so long as any Listed Notes are listed on the Rating AgencyIrish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be sent by the Trustee to the Irish Stock Exchange.

Appears in 1 contract

Samples: Indenture (NewStar Financial, Inc.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee Collateral Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Co-Issuers (or the Collateral Manager on the Issuer’s behalf) to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings initial ratings of the Secured Notes Debt (provided such confirmation is not required if the S&P Deemed Rating Confirmation has occurred or the Effective Date Condition has been satisfied) to the extent necessary to satisfy such condition, or (iii) if a Retention Deficiency exists, to the extent necessary to reduce such Retention Deficiency to zero (each of (i), (ii) and (ii), iii) a Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt (provided such confirmation is not required if the S&P Deemed Rating Confirmation has occurred or the Effective Date S&P Conditions have Condition has been satisfied (the applicable amount payable under clause (i) satisfied), or (ii)iii) Principal Proceeds necessary to reduce any outstanding Retention Deficiency to zero (such amount, the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee Collateral Agent not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in as it appears on the Note Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Loan Register, as applicable, and to the each Rating Agency.

Appears in 1 contract

Samples: Indenture (PennantPark Floating Rate Capital Ltd.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E11.1(a)(ii)(G), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(I) and Section 11.1(a)(ii)(C11.1(a)(ii)(E) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture (Blue Owl Credit Income Corp.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee that a redemption (or prepayment) is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(G) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Collateral Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) ), the Loan Register or the Share Register, as applicable, and to the Rating Agency. In addition, for so long as any Listed Notes are listed on TISE and so long as the guidelines of such exchange so require, notice of Special Redemption shall also be given to the Holders of the Listed Notes by publication on TISE.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Credit Income Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion good faith notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date (or such lesser period as shall be acceptable to the Trustee) that it has been unable, for a period of at least twenty (20) 90 consecutive Business Daysdays, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which that the Collateral Manager has determined cannot be reinvested been unable to reinvest in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal in accordance with the Priority of Payments on each Payment Date until the Issuer obtains confirmation from each of the Rating Agencies of the initial ratings of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii)such amount, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the both Rating Agency.Agencies. 150

Appears in 1 contract

Samples: Indenture (KCAP Financial, Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion in accordance with the Collateral Manager Standard and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined in its sole discretion in accordance with the Collateral Manager Standard cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)clause (D) of the Priority of Principal Proceeds, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(Fclause (EF) of the Priority of Interest Proceeds and Section 11.1(a)(ii)(Cclause (B) of the Priority of Principal Proceeds (but in the case of this clause (ii)the Priority of Principal Proceeds, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Technology Finance Corp.)

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Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clauses (ii) or (iii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations Obligations, (ii) if the Collateral Manager elects to direct a Special Redemption to the extent necessary to enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (1) confirm to Xxxxx’x that the Effective Date Xxxxx’x Condition has been satisfied or (ii2) obtain from Xxxxx’x written confirmation of its Initial Ratings of the Notes, (iii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P Xxxxx’x its written confirmation of its Initial Ratings of the Secured Notes (each of provided such confirmation is not required if the Effective Date Xxxxx’x Condition has been satisfied) to the extent necessary to obtain such confirmation, or (iiv) and (ii), if a “Special Redemption”)Retention Deficiency exists to the extent necessary to reduce such Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of PaymentsPayments on each Payment Date until the Issuer obtains confirmation from Xxxxx’x of its Initial Ratings of the Notes (provided such confirmation is not required if the Effective Date Xxxxx’x Condition has been satisfied), or (iii) Principal Proceeds necessary to reduce any outstanding Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clauses (ii) or (iii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to Xxxxx’x. In addition, for so long as any Listed Notes are listed on the Rating AgencyIrish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be sent by the Trustee to the Irish Stock Exchange.

Appears in 1 contract

Samples: Indenture (NewStar Financial, Inc.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee (and Loan Agent, if applicable) at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Issuer (or the Collateral Manager on the Issuer’s behalf) to (A1) satisfy confirm to S&P that the Effective Date S&P Conditions Condition has been satisfied or (B2) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt, or (each of (iiii) and (ii), a “Special Redemption”)if an EU/UK Retention Deficiency exists to the extent necessary to reduce such EU/UK Retention Deficiency to zero. On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (ix) Principal Proceeds which the Collateral Manager has determined (with written notice to the Trustee and the Collateral Administrator) cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)accordance with the Priority of Payments, or (iiy) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes or Debt (provided such confirmation is not required if the Effective Date S&P Conditions have Condition has been satisfied satisfied), or (the applicable amount payable under z) Principal Proceeds necessary to reduce any outstanding EU/UK Retention Deficiency to zero (such amount, a “Special Redemption Amount”). In addition, in connection with a redemption pursuant to clause (i) or (ii), the Collateral Manager on the Issuer’s behalf may elect to direct a Special Redemption on any Business Day other than a Payment Date as described in Section 7.18 (such date also a “Special Redemption Date” and the applicable amount paid as a redemption thereunder, also a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given provided by the Trustee (and Loan Agent, if applicable) in the name and at the expense of the Issuer not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.to

Appears in 1 contract

Samples: Indenture and Security Agreement (Nuveen Churchill Direct Lending Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date Business Day (i) during the Reinvestment Period, Period if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P each of the Initial Ratings Rating Agencies of the Secured initial ratings of the Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to both Rating Agencies. In addition, for so long as any Listed Notes are listed on the Rating AgencyIrish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be given by the Issuer to Noteholders by publication on the Irish Stock Exchange via the Companies Announcement Office.

Appears in 1 contract

Samples: Indenture (Golub Capital BDC, Inc.)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee and the Loan Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee and the Loan Agent that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written 174 confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in clause (E) of Section 11.1(a)(ii)(E11.1(a)(ii), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in clause (F) of Section 11.1(a)(i)(F11.1(a)(i) and clause (C) of Section 11.1(a)(ii)(C11.1(a)(ii) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Collateral Trustee and the Loan Agent not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, and in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion good faith notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 90 consecutive Business Daysdays, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which that the Collateral Manager has determined cannot be reinvested been unable to reinvest in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal in accordance with the Priority of Payments on each Payment Date until the Issuer obtains confirmation from each of the Rating Agencies of the initial ratings of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii)such amount, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the both Rating AgencyAgencies.

Appears in 1 contract

Samples: Indenture (TICC Capital Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F11.1(a)(i)(G) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date or, with respect to a redemption pursuant to clause (ii), as otherwise described in Section 7.18, (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee Collateral Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective Date, if the Collateral Manager notifies elects to direct a Special Redemption to the Trustee that a redemption is required pursuant extent necessary to Section 7.18 in order enable the Co-Issuers (or the Collateral Manager on the Issuer’s behalf) to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings initial ratings of the Secured Notes Debt (provided such confirmation from S&P is not required if the S&P Deemed Rating Confirmation has occurred or the Effective Date Condition has been satisfied) or (iii) if a Retention Deficiency exists, to the extent necessary to reduce such Retention Deficiency to zero (each of (i), (ii) and (iiiii), a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E)Obligations, or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the its Initial Ratings of the Secured Notes Debt (provided such confirmation from S&P is not required if the S&P Deemed Rating Confirmation has occurred or the Effective Date S&P Conditions have Condition has been satisfied (the applicable amount payable under clause (isatisfied) or (ii)3) Principal Proceeds necessary to reduce any outstanding Retention Deficiency to zero (such amount, the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee Collateral Agent not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Debt affected thereby at such Holder’s facsimile number, email address or mailing address in on the Note Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Loan Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Silver Point Specialty Lending Fund)

Special Redemption. Principal payments on the Secured Notes shall may be made in part in accordance with the Priority of Payments on any Payment Date (iA) during the Reinvestment PeriodPeriod at the direction of the Portfolio Manager, if the Collateral Portfolio Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 30 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Portfolio Manager in its sole discretion and which would satisfy meet the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (iiB) after the Effective DateRamp-Up Period, if the Collateral Portfolio Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 7.17 in order to (A) satisfy obtain from Moody’s, unless the Effective Date S&P Conditions or (B) obtain from S&P its written Moody’s Condition has been satisfied, a confirmation of its Initial Ratings Rating of each Class of the Secured Notes (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either representing (i1) Principal Proceeds which the Collateral Portfolio Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will that must be applied to pay principal redeem the Secured Notes in order to obtain from Moody’s confirmation of its Initial Rating of each Class of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii)such amount, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the a “Special Redemption Amount”) will ), shall be applied in accordance with the Priority of PaymentsPayments under Section 11.1(a)(ii). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (xprovided that such notice shall not be required in connection with a Special Redemption pursuant to clause (B) by email transmission, of the definition of such term if available, and otherwise by facsimile, if available, the Special Redemption Amount is not known on or (yprior to such date) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to Moody’s. In addition, for so long as any Securities are listed on the Rating AgencyIrish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the Holders of such Notes shall also be sent to the Irish Stock Exchange.

Appears in 1 contract

Samples: www.rns-pdf.londonstockexchange.com

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee and the Loan Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee and the Loan Agent that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “(a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in clause (E) of Section 11.1(a)(ii)(E11.1(a)(ii), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in clause (F) of Section 11.1(a)(i)(F11.1(a)(i) and clause (C) of Section 11.1(a)(ii)(C11.1(a)(ii) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (such amount, a “(the applicable amount payable under clause (i) or (ii)payable, the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a payments pursuant to this Section 9.6a Special Redemption shall be given by the Collateral Trustee and the Loan Agent not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) ), the Loan Register or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Capital Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings initial ratings of the Secured Rated Notes (unless the Effective Date Condition has been satisfied) (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (in the case of a Special Redemption described in clause (ii) above) (any such initial date a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the Initial Ratings initial ratings of the Secured Rated Notes or (provided that such confirmation is not required if the Effective Date S&P Conditions have Condition has been satisfied satisfied) (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Golub Capital BDC 3, Inc.

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee Trustee, the Collateral Agent and the Loan Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee Trustee, the Collateral Agent and the Loan Agent that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings initial ratings of the Secured Notes Debt (unless the Effective Date Condition has been satisfied) (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) identified by the Collateral Manager for the Special Redemption (in the case of a Special Redemption described in clause (i) above) or Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (in the case of a Special Redemption described in clause (ii) above) (any such initial date a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the Initial Ratings initial ratings of the Secured Notes or Debt (provided that such confirmation is not required if the Effective Date S&P Conditions have Condition has been satisfied satisfied) (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: GOLUB CAPITAL BDC, Inc.

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption (or prepayment) is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) ), the Loan Register or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Capital Corp III)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments Distributions on any Payment Distribution Date (i) during the Reinvestment PeriodPeriod at the direction of the Collateral Manager, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 30 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy meet the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or Obligations, (ii) after the Effective DateRamp-Up Period, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 7.17 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written each Rating Agency a confirmation of its Initial Ratings of each Class of the Secured Notes Debt that it rated (or, to the extent a Mxxxx'x Effective Date Deemed Rating Confirmation has occurred, written confirmation from S&P of its Initial Ratings of the Class A Debt) or (iii) following the failure of the Retention Provider to satisfy the Retention Requirement that remains unremedied for 10 consecutive Business Days, to the extent necessary for the Retained Interest held by the Retention Provider to be sufficient so as to satisfy the Retention Requirement (in each of (i) and (ii)case, a "Special Redemption"). On the first Payment Distribution Date following the Collection Period in which such notice is given (a "Special Redemption Date"), the amount in the Collection Account representing, as applicable, either representing (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will that must be applied to pay principal redeem the Secured Debt in order to (a) obtain from each Rating Agency confirmation of its Initial Ratings of each Class of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) Debt that it rated (but in the case of this clause (ii)or, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains a Mxxxx'x Effective Date Deemed Rating Confirmation has occurred, written confirmation from S&P of the its Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (iClass A Debt) or (ii)b) satisfy the Retention Requirement (such amount, the “a "Special Redemption Amount”) will "), as the case may be, shall be applied in accordance with the Priority of PaymentsDistributions under Section 11.1(a)(ii). Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Trustee either by first class mail, postage prepaid, mailed as soon as reasonably practicable, and in any case not less than three (3) Business Days prior to the applicable Special Redemption Date (xprovided that such notice shall not be required in connection with a Special Redemption pursuant to clause (ii) by email transmission, of the definition of such term if available, and otherwise by facsimile, if available, the Special Redemption Amount is not known on or (yprior to such date) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s facsimile number, email address or mailing 's address in the Register (and, in the case of Global Notes, delivered and to both Rating Agencies or by electronic facsimile or via email transmission to DTC) or such parties. In addition, for so long as any Notes are listed on the Share RegisterIrish Stock Exchange and so long as the guidelines of such exchange so require, as applicable, and notice of Special Redemption to the Rating AgencyHolders of such Notes shall also be sent to the Irish Stock Exchange.

Appears in 1 contract

Samples: Indenture (Fifth Street Senior Floating Rate Corp.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 7.17 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), (a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in clause (E) of Section 11.1(a)(ii)(E11.1(a)(ii), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in clause (G) of Section 11.1(a)(i)(F11.1(a)(i) and clause (CD) of Section 11.1(a)(ii)(C11.1(a)(ii) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Blue Owl Capital Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a "Special Redemption"). On the first Payment Date following the Collection Period in which such notice is given (a "Special Redemption Date"), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the "Special Redemption Amount") will be applied in accordance with the Priority of Payments. Notice of a Special Redemption shall be given by the Trustee not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Indenture and Security Agreement (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes Debt shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Collateral Trustee and the Loan Agent at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Collateral Trustee and the Loan Agent that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes Debt (each of (i) and (ii), a “Special Redemption”). On the first Payment Date following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, as applicable, either (i) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in clause (E) of Section 11.1(a)(ii)(E11.1(a)(ii), or (ii) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes Debt in accordance with the Note Debt Payment Sequence as described in clause (F) of Section 11.1(a)(i)(F11.1(a)(i) and clause (C) of Section 11.1(a)(ii)(C11.1(a)(ii) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes Debt or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Collateral Trustee and the Loan Agent not less than three (3) Business Days prior to the applicable Special Redemption Date (x) by email transmission, if available, and otherwise by facsimile, if available, or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Debt affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, and in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating Agency.

Appears in 1 contract

Samples: Supplemental Indenture (Owl Rock Capital Corp)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective Date, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P each Rating Agency its written confirmation of its Initial Ratings of the Secured Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal in accordance with the Priority of Payments on each Payment Date until the Issuer obtains confirmation from each of the Rating Agencies of the initial ratings of the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii)such amount, only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii), the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of payments pursuant to this Section 9.6 shall be given not less than (x) in the case of a Special Redemption shall be given by the Trustee not less than described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (andand to both Rating Agencies. In addition, for so long as any Listed Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the holders of such Listed Notes shall also be given by the Issuer or, upon Issuer Order, by the Irish Paying Agent in the case name and at the expense of Global Notesthe Issuer, delivered to Noteholders by electronic transmission to DTC) or publication on the Share Register, as applicable, and to Irish Stock Exchange via the Rating AgencyCompanies Announcement Office.

Appears in 1 contract

Samples: Indenture (Golub Capital BDC, Inc.)

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (i) during the Reinvestment Period, if the Collateral Manager in its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations or (ii) after the Effective DateDate unless the Effective Date Condition is satified, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 7.19 in order to (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured applicable Notes (in each of (i) and (ii)case, a “Special Redemption”). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a “Special Redemption Date”), the amount in the Collection Account representing, representing as applicable, applicable either (i1) Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of the Secured Notes in accordance with the Note Priority of Payments on each Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) (but in the case of this clause (ii), only to the extent that the Collateral Manager does not direct that the Interest Proceeds and Principal Proceeds be allocated to the purchase of additional Collateral Obligations) Date until the Issuer obtains written confirmation from S&P of the Initial Ratings initial ratings of the Secured Notes or (provided such confirmation from S&P is not required if the Effective Date S&P Conditions have been satisfied Deemed Rating Confirmation has occurred) (the applicable amount payable under clause (i) or (ii)such amount, the a “Special Redemption Amount”) will be available to be applied in accordance with the Priority of Payments. Notice of a Special Redemption payments pursuant to this Section 9.6 shall be given by the Issuer, or upon Issuer Order, by the Trustee not less than (x) in the case of a Special Redemption described in clause (i) above, three (3) Business Days prior to the applicable Special Redemption Date and (xy) by email transmissionin the case of a Special Redemption described in clause (ii) above, if availableone Business Day prior to the applicable Special Redemption Date, and otherwise in each case by facsimile, if available, email transmission or (y) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating AgencyAgencies.

Appears in 1 contract

Samples: MidCap Financial Investment Corp

Special Redemption. Principal payments on the Secured Notes shall be made in part in accordance with the Priority of Payments on any Payment Date (iA) during the Reinvestment Period, if the Collateral Manager in at its sole discretion notifies the Trustee at least five (5) Business Days prior to the applicable Special Redemption Date that it has been unable, for a period of at least twenty (20) 20 consecutive Business Days, to identify additional Collateral Obligations that are deemed appropriate by the Collateral Manager in its sole discretion and which would satisfy meet the Investment Criteria in sufficient amounts to permit the investment or reinvestment of all or a portion of the funds then in the Collection Account that are to be invested in additional Collateral Obligations (a "Reinvestment Period Special Redemption") or (iiB) after the Effective DateRamp-Up Period, if the Collateral Manager notifies the Trustee that a redemption is required pursuant to Section 7.18 in order to 7.17(c) (A) satisfy the Effective Date S&P Conditions or (B) obtain from S&P its written confirmation of its Initial Ratings of the Secured Notes (each of (i) and (ii), a "Ramp-Up Period Special Redemption" and together with a Reinvestment Period Special Redemption, each a "Special Redemption"). On the first Payment Date (and all subsequent Payment Dates) following the Collection Period in which such notice is given (a "Special Redemption Date"), (1) in the case of a Reinvestment Period Special Redemption, the amount in the Principal Collection Account representing, as applicable, either (i) Subaccount representing Principal Proceeds which the Collateral Manager has determined cannot be reinvested in additional Collateral Obligations will be applied as described in Section 11.1(a)(ii)(E), or (ii2) in the case of a Ramp-Up Period Special Redemption, the amounts in the Interest Collection Subaccount and Principal Collection Subaccount, as applicable, representing Interest Proceeds and Principal Proceeds available therefor will be applied to pay principal of Proceeds, as applicable, that the Secured Notes in accordance with the Note Payment Sequence as described in Section 11.1(a)(i)(F) and Section 11.1(a)(ii)(C) Issuer (but in the case of this clause (ii), only to the extent that or the Collateral Manager does not direct that on the Interest Proceeds and Principal Proceeds be allocated Issuer's behalf) has determined are required for a Special Redemption pursuant to the purchase of additional Collateral ObligationsSection 7.17(c) until the Issuer obtains written confirmation from S&P of the Initial Ratings of the Secured Notes or the Effective Date S&P Conditions have been satisfied (the applicable amount payable under clause (i) or (ii)each such amount, the “a "Special Redemption Amount") will shall be applied in accordance with the Priority of PaymentsPayments under Section 11.1(a)(ii). Notice of a Special Redemption payments pursuant to this Section 9.7 shall be given by the Trustee either by first class mail, postage prepaid, mailed as soon as reasonably practicable, but in any case not less than three (3) Business Days prior to the applicable Special Redemption Date (xprovided that such notice shall not be required in connection with a Special Redemption pursuant to clause (B) by email transmission, of the definition of such term if available, and otherwise by facsimile, if available, the Special Redemption Amount is not known on or (yprior to such date) by first class mail, postage prepaid, to each Holder of Securities Secured Notes affected thereby at such Holder’s facsimile number, email address or mailing 's address in the Register (and, in the case of Global Notes, delivered by electronic transmission to DTC) or the Share Register, as applicable, and to the Rating AgencyAgencies or by facsimile or via email transmission to such parties. In addition, for so long as any Notes are listed on the Irish Stock Exchange and so long as the guidelines of such exchange so require, notice of Special Redemption to the Holders of such Notes shall also be sent to the Irish Listing Agent for release via the Irish Stock Exchange.

Appears in 1 contract

Samples: Indenture (JMP Group LLC)

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