Common use of Subscription for Units Clause in Contracts

Subscription for Units. The Subscriber agrees, in addition to those Units acquired by operation of the Exchange, to purchase Units for an aggregate purchase price equal to the pro rata portion of the Subscriber’s Undrawn Commitment to DL VIII (as such term is defined in the Amended and Restated Limited Liability Company Agreement of DL VIII, dated as of January 21, 2022, as may be amended and/or restated from time to time), that it hereby subscribes for the commitment in the amount set forth above (the “Commitment”), subject to the below Section 11.13, on the terms described or appearing in the Offering Documents (it being understood that if the subscription is partially accepted, the Fund will amend this Subscription Agreement to reduce the above number of Units and corresponding Commitment to reflect the number of Units to be issued to the Subscriber). Subject to the terms of this Subscription Agreement and of the LLC Agreement, the Subscriber’s obligation to pay for the Units it is purchasing hereunder shall be unconditional, complete and binding upon the completion of the Closing (as defined below), provided, however, that for the convenience of the Fund, the Subscriber’s Commitment shall be payable in capital contributions as provided in Article 6 of the LLC Agreement. The Subscriber agrees to become a unitholder and to be bound by the terms and provisions of the LLC Agreement in the final form provided to the Subscriber and this Subscription Agreement, and the Subscriber and the Adviser agree that the Subscriber shall be admitted as a unitholder, in each case on the Closing Date (as defined below). Subject to the terms hereof and of the LLC Agreement, the Subscriber’s obligation to make capital contributions hereunder shall be unconditional, complete and binding upon the Closing Date (as defined below).

Subscription for Units. The Subscriber agrees, in addition to those Units acquired by operation of the Exchange, to purchase Units for an aggregate purchase price equal to the pro rata portion of the Subscriber’s Undrawn Commitment to DL VIII (as such term is defined in the Amended and Restated Limited Liability Company Agreement of DL VIII, dated as of January 21, 2022, as may be amended and/or restated from time to time), that it hereby subscribes for the commitment in the amount set forth above (the “Commitment”), subject to the below Section 11.1310.13, on the terms described or appearing in the Offering Documents (it being understood that if the subscription is partially accepted, the Fund will amend this Subscription Agreement to reduce the above number of Units and corresponding Commitment to reflect the number of Units to be issued to the Subscriber). Subject to the terms of this Subscription Agreement and of the LLC Agreement, the Subscriber’s obligation to pay for the Units it is purchasing hereunder shall be unconditional, complete and binding upon the completion of the Closing (as defined below), provided, however, that for the convenience of the Fund, the Subscriber’s Commitment shall be payable in capital contributions as provided in Article 6 of the LLC Agreement. The Subscriber agrees to become a unitholder and to be bound by the terms and provisions of the LLC Agreement in the final form provided to the Subscriber and this Subscription Agreement, and the Subscriber and the Adviser agree that the Subscriber shall be admitted as a unitholder, in each case on the Closing Date (as defined below). Subject to the terms hereof and of the LLC Agreement, the Subscriber’s obligation to make capital contributions hereunder shall be unconditional, complete and binding upon the Closing Date (as defined below).

Subscription for Units. The Subscriber agrees, in addition to those Units acquired by operation of the Exchange, agrees to purchase Units for an aggregate purchase price equal to the pro rata portion of the Subscriber’s Undrawn Commitment to DL VIII net asset value (as such term is defined in the Amended and Restated Limited Liability Company Agreement of DL VIII, dated as of January 21, 2022, as may be amended and/or restated from time to time), “NAV”) that it hereby subscribes for the commitment in the amount set forth above (the “Commitment”), subject to the below Section 11.13, on the terms described or appearing in the Offering Documents (it being understood that if the subscription is partially accepted, the Fund will amend this Subscription Agreement to reduce the above number of Units and corresponding Commitment to reflect the number of Units to be issued to the Subscriber). Subject to the terms of this Subscription Agreement and of the LLC Agreement, the Subscriber’s obligation to pay for the Units it is purchasing hereunder shall be unconditional, complete and binding upon the completion of the Closing (as defined below), provided, however, that for the convenience of the Fund, the Subscriber’s Commitment shall be payable in capital contributions as provided in Article 6 of the LLC Agreement. The Subscriber agrees to become a unitholder and to be bound by the terms and provisions of the LLC Agreement in the final form provided to the Subscriber and this Subscription Agreement, and the Subscriber and the Adviser agree that the Subscriber shall be admitted as a unitholder, in each case on the Closing Date (as defined below). Subject to the terms hereof and of the LLC Agreement, the Subscriber’s obligation to make capital contributions hereunder shall be unconditional, complete and binding upon the Closing Date (as defined below).