HPS Corporate Lending Fund Sample Contracts
HPS CORPORATE LENDING FUND as Issuer and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee Indenture Dated as of January 30, 2024 Providing for the Issuance of Debt SecuritiesIndenture • January 30th, 2024 • HPS Corporate Lending Fund • New York
This Indenture (as defined herein) is subject to the provisions of the Trust Indenture Act of 1939, as amended, that are required to be part of this Indenture and shall, to the extent applicable, be governed by such provisions.
CUSTODY AGREEMENT dated as of November 30, 2021 by and between HPS CORPORATE LENDING FUND (“Company”) and U.S. BANK NATIONAL ASSOCIATION (“Custodian” and “Document Custodian”)Custody Agreement • January 7th, 2022 • HPS Corporate Lending Fund • New York
THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of November 30, 2021 and is by and between HPS CORPORATE LENDING FUND (and any successor or permitted assign, the “Company”), a statutory trust organized under the laws of the State of Delaware, and U.S. BANK NATIONAL ASSOCIATION (or any successor or permitted assign acting as custodian hereunder, the “Custodian”), a national banking association.
REGISTRATION RIGHTS AGREEMENT by and among HPS Corporate Lending Fund BofA Securities, Inc., RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC Dated as of June 5, 2025Registration Rights Agreement • June 5th, 2025 • HPS Corporate Lending Fund • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 5, 2025, by and among HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), BofA Securities, Inc., J.P. Morgan Securities LLC, RBC Capital Markets, LLC, SMBC Nikko Securities America, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $500,000,000 aggregate principal amount of the Company’s 5.850% Notes due 2030 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
ARTICLE II Amendments to Loan and Servicing AgreementLoan and Servicing Agreement • May 16th, 2025 • HPS Corporate Lending Fund • New York
WHEREAS, the Borrower has requested that the Lenders make available to the Borrower a revolving loan facility in the maximum principal amount of up to the Facility Amount (as defined below), the proceeds of which shall be used by the Borrower to fund the purchase of certain Eligible Loan Assets (as defined below);
INDENTURE by and between HLEND CLO 2024-2, LLC, Issuer and Trustee Dated as of May 23, 2024Indenture • May 29th, 2024 • HPS Corporate Lending Fund • New York
INDENTURE AGREEMENT, dated as of May 23, 2024, between HLEND CLO 2024-2, LLC, a Delaware limited liability company (together with its permitted successors and assigns, the “Issuer”) and U.S. Bank Trust Company, National Association, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Trustee”).
SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • November 27th, 2024 • HPS Corporate Lending Fund • New York
This Second Amended and Restated Investment Advisory Agreement, dated and effective as of November 27, 2024 (this “Agreement”), is made by and between HPS Corporate Lending Fund, a Delaware statutory trust (herein referred to as the “Fund”), and HPS Advisors, LLC, a Delaware limited liability company (herein referred to as the “Adviser” or “HPS Advisors”).
THIRD AMENDED AND RESTATED ADMINISTRATION AGREEMENT BETWEEN HPS CORPORATE LENDING FUND AND HPS INVESTMENT PARTNERS, LLCAdministration Agreement • November 27th, 2024 • HPS Corporate Lending Fund • New York
This Third Amended and Restated Administration Agreement (“Agreement”) is made as of November 27, 2024 by and between HPS Corporate Lending Fund, a Delaware statutory trust (the “Fund”), and HPS Investment Partners, LLC, a Delaware limited partnership (the “Administrator”).
MANAGING DEALER AGREEMENTManaging Dealer Agreement • April 11th, 2024 • HPS Corporate Lending Fund • New York
This Managing Dealer Agreement (this “Agreement”) is entered into by and between HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), and HPS Securities, LLC (the “Managing Dealer”).
SERVICES AGREEMENTServices Agreement • December 18th, 2024 • HPS Corporate Lending Fund • New York
HPS CORPORATE LENDING FUND $276,000,000 8.12% Series A Senior Notes, Tranche A, due March 15, 2026 $124,000,000 8.17% Series A Senior Notes, Tranche B, due March 15, 2028 MASTER NOTE PURCHASE AGREEMENT Dated March 15, 2023Master Note Purchase Agreement • March 20th, 2023 • HPS Corporate Lending Fund • New York
ARTICLE II Amendments to Loan and Servicing AgreementLoan and Servicing Agreement • October 15th, 2024 • HPS Corporate Lending Fund • New York
WHEREAS, the Borrower has requested that the Lenders make available to the Borrower a revolving loan facility in the maximum principal amount of up to the Facility Amount (as defined below), the proceeds of which shall be used by the Borrower to fund the purchase of certain Eligible Loan Assets (as defined below);
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • January 20th, 2022 • HPS Corporate Lending Fund • New York
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this 20th day of January, 2022, by and between HPS CORPORATE LENDING FUND, a Delaware statutory trust (the “Fund”), and HPS INVESTMENT PARTNERS, LLC, a Delaware limited liability company (the “Adviser”).
TRANSFER AGENT SERVICING AGREEMENTTransfer Agent Servicing Agreement • January 7th, 2022 • HPS Corporate Lending Fund • New York
THIS AGREEMENT is made and entered into as of the last date written on the signature block, by and among HPS CORPORATE LENDING FUND, a Delaware statutory trust (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC d/b/a U.S. Bank Global Fund Services, a Wisconsin limited liability company (“USBFS”).
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 22nd, 2024 • HPS Corporate Lending Fund • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of March 31, 2023, among HLEND HOLDINGS D, L.P., a Delaware limited partnership, as borrower (the “Borrower”), the Lenders from time to time party hereto, BNP Paribas (“BNP”), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Administrative Agent”), HPS Corporate Lending Fund, a Delaware Statutory Trust (in such capacity, the “Equityholder”), HPS Corporate Lending Fund, a Delaware Statutory Trust, as collateral manager (in such capacity, the “Collateral Manager”), and U.S. Bank Trust Company, National Association, as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
ContractIndenture and Security Agreement • March 6th, 2025 • HPS Corporate Lending Fund • New York
Schedules to this Exhibit have been omitted in accordance with Item 601 of Regulation S-K and, where applicable, have been marked with “[Intentionally Omitted]” to indicate where omissions have been made. The registrant agrees to furnish supplementally a copy of all omitted schedules to the SEC upon its request; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished.
COLLATERAL MANAGEMENT AGREEMENT, dated as of March 5, 2025, between: HPS Corporate Lending Fund, a statutory trust duly formed and validly existing under the laws of the State of Delaware (together with any successor hereunder, the “Collateral...Collateral Management Agreement • March 6th, 2025 • HPS Corporate Lending Fund • New York
The Issuer is a party to an Indenture and Security Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Indenture”), dated as of even date herewith, between the Issuer, and U.S. Bank Trust Company, National Association, as collateral trustee (together with any successor trustee permitted under the Indenture, the “Collateral Trustee”).
SUB-ADMINISTRATION SERVICING AGREEMENTSub-Administration Servicing Agreement • January 7th, 2022 • HPS Corporate Lending Fund • New York
THIS AGREEMENT is made and entered into as of the last date written on the signature block, by and between HPS INVESTMENT PARTNERS, LLC, a Delaware limited liability company, (the “Administrator”), and U.S. BANCORP FUND SERVICES, LLC d/b/a/ U.S. Bank Global Fund Services, a Wisconsin limited liability company (“USBFS”) and HPS Corporate Lending Fund (the “Fund”), a Delaware statutory trust, solely with respect to Sections 6 and 11 hereof.
AMENDED AND RESTATED SALE AND CONTRIBUTION AGREEMENT among HPS Corporate Lending Fund, as Seller, HLEND CLO 2025-3 Investments, LLC, as Intermediate Seller and HLEND CLO 2025-3, LLC as Purchaser Dated as of March 5, 2025Sale and Contribution Agreement • March 6th, 2025 • HPS Corporate Lending Fund • New York
This AMENDED AND RESTATED SALE AND CONTRIBUTION AGREEMENT, dated as of March 5, 2025 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among HPS Corporate Lending Fund, a Delaware statutory trust, as seller (in such capacity together with successors and permitted assigns, the “Seller”), HLEND CLO 2025-3 Investments, LLC, a Delaware limited liability company (in such capacity, the “Intermediate Seller”) and HLEND CLO 2025-3, LLC, a Delaware limited liability company (in such capacity, the “Purchaser”).
CREDIT AGREEMENTCredit Agreement • July 25th, 2022 • HPS Corporate Lending Fund • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of July 19, 2022, among HLEND HOLDINGS B, L.P., a Delaware limited partnership (the “Borrower”), HLEND HOLDINGS B GP, LLC, a Delaware limited liability company (the “Borrower GP”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, together with its successors and assigns, the “Administrative Agent”), HPS CORPORATE LENDING FUND, as Servicer (the “Servicer”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Collateral Administrator (in such capacity, the “Collateral Administrator”) and U.S. BANK NATIONAL ASSOCIATION, as Collateral Custodian (in such capacity, the “Collateral Custodian”).
ESCROW AGREEMENTEscrow Agreement • January 7th, 2022 • HPS Corporate Lending Fund • New York
THIS AGREEMENT (this “Agreement”) is entered into effective as of September 21, 2021, by and between HPS Corporate Lending Fund (the “Issuer”), Emerson Equity LLC. (the “Placement Agent”), U.S. Bank National Association (the “Escrow Agent”), a national banking association and U.S. Bancorp Fund Services, LLC d/b/a U.S. Bank Global Fund Services (the “Processing Agent”).
INDENTURE by and between HLEND CLO 2025-4, LLC, Issuer and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Trustee Dated as of August 12, 2025Indenture • August 12th, 2025 • HPS Corporate Lending Fund • New York
Any pricing service, certified public accountant or legal counsel that is required to be Independent of another Person under this Indenture must satisfy the criteria above with respect to the Issuer, the Collateral Manager and their Affiliates.
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • July 1st, 2025 • HPS Corporate Lending Fund • New York
This Investment Advisory Agreement, dated and effective as of July 1, 2025 (this “Agreement”), is made by and between HPS Corporate Lending Fund, a Delaware statutory trust (herein refereed to as the “Fund”), and HPS Advisors, LLC, a Delaware limited liability company (herein referred to as the “Adviser”).
ADMINISTRATION AGREEMENT BETWEEN HPS CORPORATE LENDING FUND AND HPS INVESTMENT PARTNERS, LLCAdministration Agreement • July 1st, 2025 • HPS Corporate Lending Fund • New York
This Administration Agreement (“Agreement”) is made as of July 1, 2025 by and between HPS Corporate Lending Fund, a Delaware statutory trust (the “Fund”), and HPS Investment Partners, LLC, a Delaware limited partnership (the “Administrator”).
FUND ACCOUNTING SERVICING AGREEMENTFund Accounting Servicing Agreement • January 7th, 2022 • HPS Corporate Lending Fund • New York
THIS AGREEMENT is made and entered into as of the last date on the signature block, by and between HPS INVESTMENT PARTNERS, LLC, a Delaware limited liability company (the “Administrator”), U.S. BANCORP FUND SERVICES, LLC d/b/a U.S. Bank Global Fund Services, a Wisconsin limited liability company (“USBFS”), and HPS Corporate Lending Fund (the “Fund”), a Delaware stautory trust, solely with respect to Sections 9 and 14 hereof.
MANAGING DEALER AGREEMENTManaging Dealer Agreement • July 1st, 2025 • HPS Corporate Lending Fund • New York
This Managing Dealer Agreement (this “Agreement”) is entered into by and between HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), and HPS Securities, LLC (the “Managing Dealer”).
REGISTRATION RIGHTS AGREEMENT by and among HPS Corporate Lending Fund Wells Fargo Securities, LLC BNP Paribas Securities Corp. Goldman Sachs & Co. LLC and Scotia Capital (USA) Inc. Dated as of September 11, 2025Registration Rights Agreement • September 11th, 2025 • HPS Corporate Lending Fund • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of September 11, 2025, by and among HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), Wells Fargo Securities, LLC, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Scotia Capital (USA) Inc., as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $600,000,000 aggregate principal amount of the Company’s 4.900% Notes due 2028 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • May 29th, 2024 • HPS Corporate Lending Fund
HLEND CLO 2024-2, LLC, a Delaware limited liability company (the “Issuer”), proposes to issue and sell, as applicable, the Class A-1 Senior Secured Floating Rate Notes (the “Class A-1 Notes”), the Class A-2 Senior Secured Floating Rate Notes (the “Class A-2 Notes”), the Class A-F Senior Secured Fixed Rate Notes (the “Class A-F Notes” and, together with the Class A-1 Notes and the Class A-2 Notes, the “Class A Notes”), the Class B-1 Senior Secured Floating Rate Notes (the “Class B-1 Notes”), the Class B-2 Senior Secured Floating Rate Notes (the “Class B-2 Notes”), the Class B-F Senior Secured Fixed Rate Notes (the “Class B-F Notes” and, together with the Class B-1 Notes and the Class B-2 Notes, the “Class B Notes”), the Class C-1 Secured Deferrable Floating Rate Notes (the “Class C-1 Notes”), the Class C-2 Secured Deferrable Floating Rate Notes (the “Class C-2 Notes”) and the Class C-F Secured Deferrable Fixed Rate Notes (the “Class C-F Notes” and, together with the Class C-1 Notes and
REGISTRATION RIGHTS AGREEMENT by and among HPS Corporate Lending Fund RBC Capital Markets, LLC BofA Securities, Inc. SMBC Nikko Securities America, Inc. BNP Paribas Securities Corp. and Morgan Stanley & Co. LLC Dated as of January 13, 2026Registration Rights Agreement • January 13th, 2026 • HPS Corporate Lending Fund • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 13, 2026, by and among HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), RBC Capital Markets, LLC, BofA Securities, Inc., SMBC Nikko Securities America, Inc., BNP Paribas Securities Corp., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $400,000,000 aggregate principal amount of the Company’s 5.650% Notes due 2031 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
COMMITMENT INCREASE AGREEMENT August 6, 2025Commitment Increase Agreement • August 7th, 2025 • HPS Corporate Lending Fund • New York
COMMITMENT INCREASE AGREEMENT February 27, 2026Commitment Increase Agreement • February 27th, 2026 • HPS Corporate Lending Fund • New York
REGISTRATION RIGHTS AGREEMENT by and among HPS Corporate Lending Fund Wells Fargo Securities, LLC BNP Paribas Securities Corp. Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC SMBC Nikko Securities America, Inc. and Truist Securities, Inc. Dated as of...Registration Rights Agreement • May 19th, 2026 • HPS Corporate Lending Fund • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 19, 2026, by and among HPS Corporate Lending Fund, a Delaware statutory trust (the “Company”), Wells Fargo Securities, LLC, BNP Paribas Securities Corp., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, SMBC Nikko Securities America, Inc. and Truist Securities, Inc., as the representatives (together, the “Representatives”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $600,000,000 aggregate principal amount of the Company’s 6.300% Notes due 2031 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
COMMITMENT INCREASE AGREEMENT January 24, 2025Commitment Increase Agreement • January 28th, 2025 • HPS Corporate Lending Fund • New York
REVOLVING CREDIT AND SECURITY AGREEMENT among HLEND HOLDINGS D, L.P., as Borrower, THE LENDERS FROM TIME TO TIME PARTIES HERETO, BNP PARIBAS, as Administrative Agent, HPS CORPORATE LENDING FUND, as Equityholder, HPS CORPORATE LENDING FUND, as...Revolving Credit and Security Agreement • April 4th, 2023 • HPS Corporate Lending Fund • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of March 31, 2023, among HLEND HOLDINGS D, L.P., a Delaware limited partnership, as borrower (the “Borrower”), the Lenders from time to time party hereto, BNP Paribas (“BNP”), as administrative agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Administrative Agent”), HPS Corporate Lending Fund, a Delaware Statutory Trust (in such capacity, the “Equityholder”), HPS Corporate Lending Fund, a Delaware Statutory Trust, as collateral manager (in such capacity, the “Collateral Manager”), and U.S. Bank Trust Company, National Association, as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
COMMITMENT INCREASE AGREEMENT January 17, 2024Commitment Increase Agreement • January 18th, 2024 • HPS Corporate Lending Fund • New York
MASTER PARTICIPATION AGREEMENT TRANSACTION SPECIFIC TERMSMaster Participation Agreement • August 12th, 2025 • HPS Corporate Lending Fund
THIS MASTER PARTICIPATION AGREEMENT is dated as of the Agreement Date set forth below and entered into by and between Seller and Buyer to govern the purchase and sale of the Participation in the Loans, the commitments (if any) and the other Transferred Rights, in accordance with the terms, conditions and agreements set forth in the LSTA Standard Terms and Conditions for Participations for Par/Near Par Trades, published as of December 1, 2021 (the “Standard Terms”). The Standard Terms are incorporated herein by reference without any modification whatsoever except as otherwise agreed herein by the Parties and as specifically supplemented and modified by the terms and elections set forth in the Transaction Summary and Sections A through I below. The Standard Terms and the Transaction Specific Terms set forth herein (the “Transaction Specific Terms”) together constitute a single integrated Participation Agreement for Par/Near Par Trades governing the Transaction (the Standard Terms and the