Goldman Sachs Private Credit Fund LLC Sample Contracts
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and BofA Securities, Inc. Dated as of May 6, 2025Registration Rights Agreement • May 7th, 2025 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 6, 2025, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and BofA Securities, Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $400,000,000 aggregate principal amount of the Company’s 5.875% Notes due 2028 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
ARTICLE II Amendments to Revolving Credit AgreementRevolving Credit and Security Agreement • November 6th, 2024 • Goldman Sachs Private Credit Corp. • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of September 28, 2023, among GS PRIVATE CREDIT SPV PUBLIC I LLC, a Delaware limited liability company, 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”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Equityholder”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Investment Advisor”), and STATE STREET BANK AND TRUST COMPANY (“State Street”), as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
LICENSE AGREEMENT BETWEEN GOLDMAN SACHS & CO. LLC AND GOLDMAN SACHS PRIVATE CREDIT FUND LLC LICENSE AGREEMENT RELATING TO USE OF NAMELicense Agreement • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC
This license agreement, dated as of the 20th day of March, 2023 (this “Agreement”), is between Goldman Sachs & Co. LLC, a limited liability company organized under the laws of the State of New York (“Goldman Sachs”), and Goldman Sachs Loan Fund LLC, a limited liability company organized under the laws of the State of Delaware (the “Licensed Party”).
SECOND AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • November 22nd, 2023 • Goldman Sachs Private Credit Corp. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
THIRD AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • May 30th, 2024 • Goldman Sachs Private Credit Corp. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and BofA Securities, Inc. Dated as of February 23, 2026Registration Rights Agreement • February 23rd, 2026 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 23, 2026, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and BofA Securities, Inc., as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $400,000,000 aggregate principal amount of the Company’s 5.875% Notes due 2031 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
AMENDED AND RESTATED ADMINISTRATION AGREEMENTAdministration Agreement • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC • New York
This AMENDED AND RESTATED ADMINISTRATION AGREEMENT (this “Agreement”), dated and effective as of January 26, 2023, is by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Administrator”), and each of the entities set forth on Appendix A hereto (each such entity, a “Fund” and collectively, the “Funds”).
SEVENTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • May 12th, 2026 • Goldman Sachs Private Credit Corp. • New York
Senior Secured Revolving Credit Agreement dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the Lenders and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
AMENDED AND RESTATED CUSTODIAN CONTRACT BY AND BETWEEN EACH CUSTOMER SET FORTH ON APPENDIX A AND STATE STREET BANK AND TRUST COMPANYCustodian Contract • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC
ADDENDUM to that certain Custodian Contract (the “Custodian Agreement”) by and between EACH OF THE ENTITIES SET FORTH ON APPENDIX A THERETO (each such entity, a “Customer” and collectively, the “Customers”) and STATE STREET BANK AND TRUST COMPANY, including its subsidiaries and other affiliates (the “Custodian”), as applicable to the Customer.
FOURTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • June 20th, 2025 • Goldman Sachs Private Credit Corp. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
AGREEMENT AND PLAN OF MERGER by and among GOLDMAN SACHS PRIVATE CREDIT CORP., GOLDMAN SACHS MIDDLE MARKET LENDING CORP. II, and GOLDMAN SACHS ASSET MANAGEMENT, L.P. Dated as of July 11, 2025Merger Agreement • July 11th, 2025 • Goldman Sachs Private Credit Corp. • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of July 11, 2025 (as may be amended, restated, supplemented or otherwise modified from time to time in accordance with this Agreement, this “Agreement”), among Goldman Sachs Private Credit Corp., a Delaware corporation (“GSCR”), Goldman Sachs Middle Market Lending Corp. II, a Delaware corporation (“MMLC II”) and Goldman Sachs Asset Management, L.P., a Delaware limited partnership (the “Adviser”).
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and Wells Fargo Securities, LLC Dated as of November 24, 2025Registration Rights Agreement • November 24th, 2025 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 24, 2025, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and Wells Fargo Securities, LLC, as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $500,000,000 aggregate principal amount of the Company’s 5.875% Notes due 2031 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
ARTICLE II Amendments to Revolving Credit AgreementRevolving Credit and Security Agreement • February 5th, 2025 • Goldman Sachs Private Credit Corp. • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of September 28, 2023, among GS PRIVATE CREDIT SPV PUBLIC I LLC, a Delaware limited liability company, 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”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Equityholder”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Investment Advisor”), and STATE STREET BANK AND TRUST COMPANY (“State Street”), as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC
This Expense Support and Conditional Reimbursement Agreement (this “Agreement”) is made this 20th day of March, 2023, by and between GOLDMAN SACHS PRIVATE CREDIT FUND LLC, a Delaware limited liability company (the “LLC”), and GOLDMAN SACHS ASSET MANAGEMENT, L.P., a limited partnership formed under the laws of the state of Delaware (the “Adviser”).
SIXTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • December 22nd, 2025 • Goldman Sachs Private Credit Corp. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and Morgan Stanley & Co. LLC Dated as of December 16, 2025Registration Rights Agreement • December 16th, 2025 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 16, 2025, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC, as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $260,000,000 aggregate principal amount of the Company’s 5.375% Notes due 2029 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
ARTICLE II Amendments to Revolving Credit AgreementRevolving Credit and Security Agreement • April 23rd, 2026 • Goldman Sachs Private Credit Corp. • New York
REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of September 28, 2023, among GS PRIVATE CREDIT SPV PUBLIC I LLC, a Delaware limited liability company, 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”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Equityholder”), GOLDMAN SACHS PRIVATE CREDIT CORP., a Delaware corporation (in such capacity, the “Investment Advisor”), and STATE STREET BANK AND TRUST COMPANY (“State Street”), as collateral agent for the Secured Parties (as hereinafter defined) (in such capacity, the “Collateral Agent”).
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and Morgan Stanley & Co. LLC Dated as of October 17, 2025Registration Rights Agreement • October 17th, 2025 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 17, 2025, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC, as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $400,000,000 aggregate principal amount of the Company’s 5.375% Notes due 2029 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
REGISTRATION RIGHTS AGREEMENT by and among Goldman Sachs Private Credit Corp. and Morgan Stanley & Co. LLC Dated as of April 21, 2026Registration Rights Agreement • April 21st, 2026 • Goldman Sachs Private Credit Corp. • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 21, 2026, by and among Goldman Sachs Private Credit Corp., a Delaware corporation (the “Company”), and Morgan Stanley & Co. LLC, as the representative (the “Representative”) to the other several initial purchasers (collectively, the “Initial Purchasers”) of $750,000,000 aggregate principal amount of the Company’s 6.150% Notes due 2031 (the “Notes”) listed on Schedule A to the Purchase Agreement (as defined below).
GOLDMAN SACHS PRIVATE CREDIT CORP. SUBSCRIPTION AGREEMENT (“SUBSCRIPTION AGREEMENT”) FOR SHARES (“SHARES”) OF GOLDMAN SACHS PRIVATE CREDIT CORP. (THE “FUND”)Subscription Agreement • November 4th, 2025 • Goldman Sachs Private Credit Corp.
• “Subscriber” means the entity subscribing for Shares pursuant to this Subscription Agreement, which will become the legal owner of the Shares. Unless the subscription is being made by a Representative Subscriber (as defined below), (i) “you” or “your” refers to the Subscriber, (ii) all information in this Subscription Agreement must be provided with respect to the Subscriber, and (iii) all signatories must be authorized to sign on behalf of the Subscriber; and
FIFTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENTSenior Secured Revolving Credit Agreement • March 3rd, 2026 • Goldman Sachs Private Credit Corp. • New York
SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of April 6, 2023 (this “Agreement”), among GOLDMAN SACHS PRIVATE CREDIT CORP. (the “Borrower”), the LENDERS and ISSUING BANKS party hereto, and TRUIST BANK, as Administrative Agent.
GOLDMAN SACHS PRIVATE CREDIT CORP.Subscription Agreement • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC
• “Subscriber” means the entity subscribing for Shares pursuant to this Subscription Agreement, which will become the legal owner of the Shares. Unless the subscription is being made by a Representative Subscriber (as defined below), (i) “you” or “your” refers to the Subscriber, (ii) all information in this Subscription Agreement must be provided with respect to the Subscriber, and (iii) all signatories must be authorized to sign on behalf of the Subscriber; and
INVESTMENT MANAGEMENT AGREEMENT between GOLDMAN SACHS PRIVATE CREDIT FUND LLC and GOLDMAN SACHS ASSET MANAGEMENT, L.P.Investment Management Agreement • March 23rd, 2023 • Goldman Sachs Private Credit Fund LLC
This INVESTMENT MANAGEMENT AGREEMENT (this “Agreement”) is made as of the 20th day of March, 2023 between GOLDMAN SACHS ASSET MANAGEMENT, L.P., a limited partnership formed under the laws of the state of Delaware (the “Investment Adviser”), and GOLDMAN SACHS PRIVATE CREDIT FUND LLC, a Delaware limited liability company (the “LLC”).