Up to U.S.$200,000,000 LOAN AND SERVICING AGREEMENT Dated as of December 2, 2015 Among CCT TOKYO FUNDING LLC, as the Borrower CORPORATE CAPITAL TRUST, INC., as the Servicer and as the Transferor SUMITOMO MITSUI BANKING CORPORATION, as the...Loan and Servicing Agreement • March 21st, 2016 • Corporate Capital Trust, Inc. • New York
The Lenders have agreed, on the terms and conditions set forth herein, to provide a secured revolving credit facility which shall provide for Advances from time to time in an aggregate principal amount not to exceed the Borrowing Base. The proceeds of the Advances will be used (a) to finance the Borrower’s purchase, on a “true sale” basis, of Eligible Loan Assets from the Transferor, approved by the Administrative Agent, pursuant to the Purchase and Sale Agreement between the Borrower and the Transferor, (b) to finance the Borrower’s purchase, on a “true sale” basis, of Eligible Loan Assets, approved by the Administrative Agent, from Persons that are not Affiliates of the Borrower, the Servicer or the Transferor, (c) to fund the Unfunded Exposure Account and (d) to distribute such proceeds to the Borrower’s parent. Further, the Lenders, in entering into this transaction, are relying on the separateness of the Borrower from the Parent as an important structural element of this transacti
CUSTODIAN AGREEMENTCustodian Agreement • March 29th, 2011 • Corporate Capital Trust, Inc. • Massachusetts
This Agreement, dated as of March 24, 2011 with an effective date as set forth in Section 15 below, is by and between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (the “Fund”), with its principal office located at 450 S. Orange Avenue, Orlando, Florida 32801, and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”), with its principal office located at One Lincoln Street, Boston, Massachusetts 02111.
LOAN AND SECURITY AGREEMENT dated as of November 29, 2016 among CCT SE I LLC The Lenders Party Hereto The Collateral Administrator, Collateral Agent and Intermediary Party Hereto JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent and...Loan and Security Agreement • December 2nd, 2016 • Corporate Capital Trust, Inc. • New York
Corporate Capital Trust 8-KAccount Agreement • June 18th, 2013 • Corporate Capital Trust, Inc. • New York
This U.S. PB Agreement (including all terms, schedules, supplements and exhibits attached hereto, this “Agreement”) is entered into between the customer specified below (“Customer”) and BNP Paribas Prime Brokerage, Inc. (“BNPP PB, Inc.”) on behalf of itself and as agent for the BNPP Entities (as defined in the Account Agreement attached as Exhibit A hereto). The Agreement sets forth the terms and conditions on which BNPP PB, Inc. will transact business with Customer. Customer and BNPP PB, Inc., on behalf of itself and as agent for the BNPP Entities, have also entered into the Account Agreement.
CORPORATE CAPITAL TRUST, INC. FORM OF PARTICIPATING BROKER AGREEMENTBroker Agreement • October 16th, 2013 • Corporate Capital Trust, Inc. • Florida
THIS PARTICIPATING BROKER AGREEMENT (the “Agreement”) is made and entered into as of the day of , 201__, between CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”), and _________________________________________, a (the “Broker”).
INVESTMENT ADVISORY AGREEMENT BETWEEN CORPORATE CAPITAL TRUST, INC. AND KKR CREDIT ADVISORS (US) LLCInvestment Advisory Agreement • November 14th, 2017 • Corporate Capital Trust, Inc. • New York
This Investment Advisory Agreement (this “Agreement”) is made as of November 14, 2017, by and between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (the “Company”), and KKR CREDIT ADVISORS (US) LLC, a Delaware limited liability company corporation (the “Adviser”).
CORPORATE CAPITAL TRUST, INC. FORM OF PARTICIPATING BROKER AGREEMENTParticipating Broker Agreement • February 18th, 2011 • Corporate Capital Trust, Inc. • Florida
THIS PARTICIPATING BROKER AGREEMENT (the “Agreement”) is made and entered into as of the day of , 2011, between CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”), and , a (the “Broker”).
ISDA® International Swap Dealers Association, Inc. MASTER AGREEMENTMaster Agreement • November 21st, 2012 • Corporate Capital Trust, Inc. • New York
have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.
CCT Funding LLC as Company and Corporate Capital Trust, Inc. as Investment Manager INVESTMENT MANAGEMENT AGREEMENT Dated as of August 22, 2011Investment Management Agreement • November 10th, 2011 • Corporate Capital Trust, Inc. • New York
INVESTMENT MANAGEMENT AGREEMENT, dated as of August 22, 2011 (this “Agreement”), between CCT Funding LLC, a Delaware limited liability company (the “Company”), and Corporate Capital Trust, Inc., a Maryland corporation (in such capacity, the “Investment Manager”).
SECURITY AGREEMENT dated as of August 22, 2011 between CCT Funding LLC, as Borrower and DEUTSCHE BANK AG, NEW YORK BRANCH, as Administrative AgentSecurity Agreement • November 10th, 2011 • Corporate Capital Trust, Inc. • New York
This SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of August 22, 2011 is entered into by and among CCT FUNDING LLC, as Borrower, and DEUTSCHE BANK AG, NEW YORK BRANCH, as Administrative Agent.
FORM OF MANAGING DEALER AGREEMENTForm of Managing Dealer Agreement • October 16th, 2013 • Corporate Capital Trust, Inc. • New York
THIS MANAGING DEALER AGREEMENT (this “Agreement”) is made and entered into as of the ___ day of ____________, 2013, between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (the “Company”), and CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”).
INVESTMENT ADVISORY AGREEMENT BETWEEN CORPORATE CAPITAL TRUST, INC. AND FS/KKR ADVISOR, LLCInvestment Advisory Agreement • April 9th, 2018 • Corporate Capital Trust, Inc. • New York
This Investment Advisory Agreement (this “Agreement”) is made as of April 9, 2018, by and between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (the “Company”), and FS/KKR ADVISOR, LLC, a Delaware limited liability company (the “Adviser”).
AGREEMENT AND PLAN OF MERGER among FS INVESTMENT CORPORATION, IC ACQUISITION, INC., CORPORATE CAPITAL TRUST, INC. and FS/KKR ADVISOR, LLCAgreement and Plan of Merger • July 23rd, 2018 • Corporate Capital Trust, Inc. • Maryland
AGREEMENT AND PLAN OF MERGER, dated as of July 22, 2018 (this “Agreement”), among Corporate Capital Trust, Inc., a Maryland corporation (“CCT”), FS Investment Corporation, a Maryland corporation (“FSIC”), IC Acquisition, Inc., a Maryland corporation and wholly-owned direct Consolidated Subsidiary of FSIC (“Merger Sub”) and FS/KKR Advisor, LLC, a Delaware limited liability company (the “Joint Advisor”).
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 4, 2013 among CORPORATE CAPITAL TRUST, INC. The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent ING CAPITAL LLC, as Syndication AgentAssignment and Assumption • September 10th, 2013 • Corporate Capital Trust, Inc. • New York
Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Defined Terms 1 SECTION 1.02. Classification of Loans and Borrowings 30 SECTION 1.03. Terms Generally 30 SECTION 1.04. Accounting Terms; GAAP 31 SECTION 1.05. Currencies; Currency Equivalents 31 ARTICLE II THE CREDITS 32 SECTION 2.01. The Commitments 32 SECTION 2.02. Loans and Borrowings 33 SECTION 2.03. Requests for Borrowings 34 SECTION 2.04. Letters of Credit 35 SECTION 2.05. Funding of Borrowings 39 SECTION 2.06. Interest Elections 40 SECTION 2.07. Termination, Reduction or Increase of the Commitments 41 SECTION 2.08. Repayment of Loans; Evidence of Debt 44 SECTION 2.09. Prepayment of Loans 45 SECTION 2.10. Fees 49 SECTION 2.11. Interest 50 SECTION 2.12. Market Disruption and Alternate Rate of Interest 50 SECTION 2.13. Computation of Interest 51 SECTION 2.14. Increased Costs 51 SECTION 2.15. Break Funding Payments 53 SECTION 2.16. Taxes 54 SECTION 2.17. Payments Generally; Pro Rata Treatment; Sharing of Set-offs 57 SECTION 2.18. Defaulting
CUSTODIAL AGREEMENTCustodial Agreement • November 10th, 2011 • Corporate Capital Trust, Inc. • New York
THIS CUSTODIAL AGREEMENT (the “Agreement”), dated as of August 22, 2011, by and among CCT FUNDING LLC, a Delaware limited liability company (the “Borrower”), CORPORATE CAPITAL TRUST, INC., a Maryland corporation (the “Manager”), DEUTSCHE BANK AG, NEW YORK BRANCH (the “Administrative Agent”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as custodian and securities intermediary (the “Custodian”).
ContractGuarantee and Security Agreement • September 10th, 2013 • Corporate Capital Trust, Inc. • New York
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • April 9th, 2018 • Corporate Capital Trust, Inc. • New York
This Administrative Services Agreement (this “Agreement”) is made as of April 9, 2018, by and between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (hereinafter referred to as the “Company”), and FS/KKR ADVISOR, LLC, a Delaware limited liability company (hereinafter referred to as the “Administrator”).
CORPORATE CAPITAL TRUST MAXIMUM OFFERING OF 209,000,000 SHARES OF COMMON STOCK SELECTED DEALER AGREEMENT November 19, 2013Selected Dealer Agreement • March 20th, 2014 • Corporate Capital Trust, Inc.
CONTROL AGREEMENTControl Agreement • September 10th, 2013 • Corporate Capital Trust, Inc. • New York
This Control Agreement (this “Agreement”), dated September 4, 2013 is by and among Corporate Capital Trust, Inc. (the “Borrower”), JPMorgan Chase Bank, N.A., as collateral agent for the Lenders (as defined below) and certain other secured parties (in such capacity, including any successor in such capacity, the “Agent”), and State Street Bank and Trust Company, a Massachusetts trust company (“Custodian”).
SENIOR SECURED TERM LOAN CREDIT AGREEMENT dated as of May 20, 2014 Among CORPORATE CAPITAL TRUST, INC. The LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC MIZUHO BANK, LTD. HSBC SECURITIES (USA)...Assignment and Assumption • May 22nd, 2014 • Corporate Capital Trust, Inc. • New York
SENIOR SECURED TERM LOAN CREDIT AGREEMENT dated as of May 20, 2014 (this “Agreement”), among CORPORATE CAPITAL TRUST, INC., each Person from time to time party hereto as a Lender and JPMORGAN CHASE BANK, N.A. as Administrative Agent.
ASSET CONTRIBUTION AGREEMENT dated as of August 22, 2011 between Corporate Capital Trust, Inc., as Contributor, and CCT Funding LLC, as ContributeeAsset Contribution Agreement • November 10th, 2011 • Corporate Capital Trust, Inc. • Delaware
This ASSET CONTRIBUTION AGREEMENT (this “Agreement”), dated as of August 22, 2011, between Corporate Capital Trust, Inc., a Maryland corporation, as contributor (“Contributor”), and CCT Funding LLC, a Delaware limited liability company, as contributee (“Contributee”).
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • March 29th, 2011 • Corporate Capital Trust, Inc. • Florida
This Administrative Services Agreement (this “Agreement”) is made as of March 18, 2011, by and between CORPORATE CAPITAL TRUST, INC., a Maryland corporation (hereinafter referred to as the “Company”), and CNL FUND ADVISORS COMPANY, a Florida corporation, (hereinafter referred to as the “Administrator”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 23rd, 2018 • Corporate Capital Trust, Inc. • Maryland
This Indemnification Agreement (this “Agreement”) is made and entered into on July 22, 2018 (the “Effective Date”), by and between Corporate Capital Trust, Inc., a Maryland corporation (the “Company,” which term shall include, where appropriate, any Entity (as hereinafter defined) controlled directly or indirectly by the Company), and __________________ (the “Indemnitee”).
FORM OF INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • February 18th, 2011 • Corporate Capital Trust, Inc. • Florida
This BRAND LICENSE AGREEMENT (this “Agreement”) is entered into as of March , 2011, but is made effective between the parties hereto as of (the “Effective Date”) by and between CNL INTELLECTUAL PROPERTIES, INC., a Florida corporation (“Licensor”) and CORPORATE CAPITAL TRUST, INC., a Maryland corporation (“CCT”) (CCT and its Controlled Affiliates (as hereinafter defined) are collectively referred to herein as “Licensee”).
SPECIAL CUSTODY and PLEDGE AGREEMENTSpecial Custody and Pledge Agreement Agreement • June 18th, 2013 • Corporate Capital Trust, Inc. • New York
AGREEMENT (hereinafter “Agreement”), dated as of June 4, 2013, among State Street Bank and Trust Company, a Massachusetts trust company, in its capacity as custodian hereunder (“Custodian”), Corporate Capital Trust, Inc. (the “Fund”), and BNP Paribas Prime Brokerage, Inc. (the “Counterparty”).
SECURITIES ACCOUNT CONTROL AGREEMENT dated as of December 2, 2015 by and among CCT TOKYO FUNDING LLC, as the Borrower CORPORATE CAPITAL TRUST, INC., as the Servicer SUMITOMO MITSUI BANKING CORPORATION, as the Collateral Agent WELLS FARGO BANK,...Securities Account Control Agreement • March 21st, 2016 • Corporate Capital Trust, Inc. • New York
SECURITIES ACCOUNT CONTROL AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated as of December 2, 2015, by and among CCT TOKYO FUNDING LLC, as the borrower (the “Borrower”); CORPORATE CAPITAL TRUST, INC., as the servicer (the “Servicer”); SUMITOMO MITSUI BANKING CORPORATION, as the collateral agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) under the Loan and Servicing Agreement referred to below; and WELLS FARGO BANK, NATIONAL ASSOCIATION, as the account bank (in such capacity, the “Account Bank”).
CUSTODY AGREEMENT dated as of December 2, 2015 by and among CCT TOKYO FUNDING LLC (“Company”), CORPORATE CAPITAL TRUST, INC. (“Servicer” and “Transferor”), SUMITOMO MITSUI BANKING CORPORATION (“Collateral Agent” and “Administrative Agent”) and WELLS...Custody Agreement • March 21st, 2016 • Corporate Capital Trust, Inc. • New York
THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of December 2, 2015 and is by and among CCT TOKYO FUNDING LLC, a Delaware limited liability company (or any successor or permitted assign hereunder, the “Company”), CORPORATE CAPITAL TRUST, INC., a Maryland corporation, as the servicer and as the transferor (or any successor or permitted assign hereunder, the “Servicer” or the “Transferor”), SUMITOMO MITSUI BANKING CORPORATION, a Japanese joint stock corporation (or any successor or permitted assign acting as the collateral agent or as the administrative agent hereunder, the “Collateral Agent” or the “Administrative Agent”, respectively, and “SMBC”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (or any successor or permitted assign acting as custodian hereunder, the “Custodian”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 16th, 2012 • Corporate Capital Trust, Inc. • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of February 28, 2012 (together with all schedules and exhibits hereto, this “First Amendment”), is entered into by and among CCT FUNDING LLC, a Delaware limited liability company (the “Borrower”), and DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”) as administrative agent (in such capacity, the “Administrative Agent” and a Lender (DBNY and each other Lender party to the Credit Agreement described below, the “Lenders” and each a “Lender”). Capitalized terms used herein and not otherwise defined herein have the meanings assigned to such terms in the Credit Agreement described below.
AMENDMENT NO. 1Corporate Capital Trust, Inc. • November 9th, 2017 • New York
AMENDMENT NO. 1 dated as of September 20, 2017 (this “Amendment”) between CORPORATE CAPITAL TRUST, INC. (the “Borrower”), the Lenders executing this Agreement on the signature pages hereto and JPMORGAN CHASE BANK, N.A., in its capacity as Administrative Agent (the “Administrative Agent”) under the Credit Agreement referred to below.
ContractCorporate Capital Trust, Inc. • November 21st, 2012
AMENDED AND RESTATED EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • March 16th, 2012 • Corporate Capital Trust, Inc. • New York
This Amended and Restated Expense Support and Conditional Reimbursement Agreement (this “Agreement”) is made as of March 14, 2012 by and among Corporate Capital Trust, Inc. (the “Company”), CNL Fund Advisors Company (the “Advisor”) and KKR Asset Management LLC (the “Sub-Advisor”). The Advisor and Sub-Advisor are collectively referred to as the “Advisors.”
ContractUbscription Agreement • June 17th, 2013 • Corporate Capital Trust, Inc.
UBSCRIPTION AGREEMENT for Corporate Capital Trust, Inc. (referred to herein as the “Company” or “CCT”) one Investment (select one) CNL Client Services Toll-Free (866) 650-0650 Fax (877) 694-1116 Brokerage Investment Advisory and Other Net of Commission Investment Subscription Amount $ Subscription Amount $ Net of Commission Purchase* *By a Financial Advisor on his/her own behalf. Wrap Fee Agreement at your Broker/Dealer** **Not all broker-dealers are eligible for advisory business; please confirm with the Managing Dealer. Registered Investment Adviser For delivery and wire instructions, please see Section Seven. two Investor Information (please print) Name of Investor/Trustee Social Security or Tax ID Number Name of Co-Investor/Trustee (if applicable) Social Security or Tax ID Number Street Address (required) Email Address City State Zip Code Daytime Phone Number Evening Phone Number Optional Mailing Address City State Zip Code Citizenship (select one) U.S. citizen Resident Alien U.S.
SECOND AMENDMENT TO LOAN AND SERVICING AGREEMENT (CCT Tokyo Funding LLC)Loan and Servicing Agreement • December 4th, 2017 • Corporate Capital Trust, Inc. • New York
THIS SECOND AMENDMENT TO LOAN AND SERVICING AGREEMENT, dated as of November 28, 2017 (this “Amendment”), is entered into by and among CCT TOKYO FUNDING LLC, as the Borrower (the “Borrower”), CORPORATE CAPITAL TRUST, INC., as the Servicer, the Lender identified on the signature pages hereto and SUMITOMO MITSUI BANKING CORPORATION, the Administrative Agent (in such capacity, the “Administrative Agent”).
LIMITED LIABILITY COMPANY AGREEMENT OF CCT FUNDING LLC Dated and effective as of August 22, 2011Limited Liability Company Agreement • November 10th, 2011 • Corporate Capital Trust, Inc. • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of CCT Funding LLC, a Delaware limited liability company (the “Company”), is dated and effective as of August 22, 2011, by CORPORATE CAPITAL TRUST, INC., a Maryland corporation, in its capacity as sole member of the Company (the “Initial Member”) and as the designated manager (the “Designated Manager”), and Donald Puglisi, as the independent manager (the “Independent Manager”).
AMENDING AGREEMENTAmending Agreement • November 14th, 2013 • Corporate Capital Trust, Inc.
WHEREAS Scotia and Halifax have entered into an ISDA Master Agreement and an ISDA Credit Support Annex, each dated as of November 15, 2012 (each as amended by way of Amending Agreements, dated January 16, 2013 and July 22, 2013, between Scotia, Halifax, Corporate Capital Trust, Inc. and The Bank of Nova Scotia Trust Company of New York, the “Master Agreement” and “Credit Support Annex”, respectively) and a Total Return Swap Transaction Master Confirmation, dated November 15, 2012 (the “Master Confirmation”);
