Dechert Sample Contracts

Goldman Sachs BDC, Inc. – Fifth Amendment to Senior Secured Revolving Credit Agreement (September 18th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of September 19, 2013 (this Agreement), among GOLDMAN SACHS BDC, INC., a Delaware corporation (the Borrower), the LENDERS party hereto, and SUNTRUST BANK, as Administrative Agent.

ASSET PURCHASE AGREEMENT by and Among B&G FOODS, INC., THE SELLING SUBSIDIARIES NAMED HEREIN and THE HERSHEY COMPANY (September 13th, 2018)

ASSET PURCHASE AGREEMENT, dated as of September 12, 2018 (as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this "Agreement"), by and among B&G Foods, Inc., a Delaware corporation ("Seller"), the Selling Subsidiaries named herein (together with Seller, the "Seller Parties") and The Hershey Company, a Delaware corporation ("Buyer").

B&G Foods Holdings Corp. – ASSET PURCHASE AGREEMENT by and Among B&G FOODS, INC., THE SELLING SUBSIDIARIES NAMED HEREIN and THE HERSHEY COMPANY Dated as of September 12, 2018 (September 13th, 2018)

ASSET PURCHASE AGREEMENT, dated as of September 12, 2018 (as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this Agreement), by and among B&G Foods, Inc., a Delaware corporation (Seller), the Selling Subsidiaries named herein (together with Seller, the Seller Parties) and The Hershey Company, a Delaware corporation (Buyer).

Purchase and Sale Agreement Ii (September 5th, 2018)

THIS PURCHASE AND SALE AGREEMENT II ("Agreement") is made as of the 31st day of August, 2018 (the "Effective Date"), by and among Lexington Realty Trust, a Maryland real estate investment trust ("LXP") and Lepercq Corporate Income Fund L.P., a Delaware limited partnership ("LCIF"; LXP and LCIF are collectively referred to herein as "Seller"), and LX JV Investor LLC, a Delaware limited liability company ("DK").

Purchase and Sale Agreement (September 5th, 2018)

THIS PURCHASE AND SALE AGREEMENT ("Agreement") is made as of the 31st day of August, 2018 (the "Effective Date"), by and among Lexington Realty Trust, a Maryland real estate investment trust ("LXP") and Lepercq Corporate Income Fund L.P., a Delaware limited partnership ("LCIF"; LXP and LCIF are collectively referred to herein as "Seller"), and LX JV Investor LLC, a Delaware limited liability company ("DK").

Contribution Agreement (September 5th, 2018)

THIS CONTRIBUTION AGREEMENT ("Agreement") is made as of the 31st day of August, 2018 (the "Effective Date"), by and among Union Hills Associates, an Arizona general partnership ("Union Hills"), and Net Lease Strategic Assets Fund L.P., a Delaware limited partnership ("Net Lease"; Net Lease and Union Hills are collectively referred to herein as "Seller"), and LX JV Investor LLC, a Delaware limited liability company ("DK").

Sutro Biopharma Inc – Sutro Biopharma, Inc. Third Amended and Restated Investors Rights Agreement (August 29th, 2018)

This Third Amended and Restated Investors Rights Agreement (the Agreement) is made as of May 24, 2018, by and among Sutro Biopharma, Inc., a Delaware corporation (the Company), and each of the persons and entities who have purchased shares of Series A Preferred Stock (the Series A Preferred), Series B Preferred Stock (the Series B Preferred), Series C Preferred Stock (the Series C Preferred), Series C-2 Preferred Stock (the Series C-2 Preferred), Series D Preferred Stock (the Series D Preferred), Series D-2 Preferred Stock (the Series D-2 Preferred) and Series E Preferred Stock (the Series E Preferred, and, together with the Series A Preferred, Series B Preferred, Series C Preferred, Series C-2 Preferred, Series D Preferred and Series D-2 Preferred, the Preferred Stock) of the Company (individually, a Purchaser, and collectively, the Purchasers).

Wells Fargo Commercial Mortgage Trust 2018-C46 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Torrance Technology Campus (August 28th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

Goldman Sachs Private Middle Market Credit LLC – First Amendment to Loan and Security Agreement (August 22nd, 2018)

LOAN AND SECURITY AGREEMENT dated as of November 21, 2017 (this Agreement) among Goldman Sachs Private Middle Market Credit SPV LLC, as borrower (the Company); GOLDMAN SACHS PRIVATE MIDDLE MARKET CREDIT LLC (the Portfolio Manager); the Lenders party hereto; STATE STREET BANK AND TRUST COMPANY, in its capacity as collateral agent (in such capacity, the Collateral Agent); STATE STREET BANK AND TRUST COMPANY, in its capacity as collateral administrator (in such capacity, the Collateral Administrator); STATE STREET BANK AND TRUST COMPANY, in its capacity as securities intermediary (in such capacity, the Securities Intermediary) and as bank (in such capacity, the Bank and, together with the Securities Intermediary in such respective capacities, the Intermediary); and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders hereunder (in such capacity, the Administrative Agent).

CSAIL 2018-CX12 Commercial Mortgage Trust – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Torrance Technology Campus (August 22nd, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

CSAIL 2018-CX12 Commercial Mortgage Trust – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Orlando Airport Marriott Lakeside (August 22nd, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

FS Energy & Power Fund – SENIOR SECURED CREDIT AGREEMENT Dated as of August 16, 2018 Among FS ENERGY AND POWER FUND the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent and Collateral Agent (August 22nd, 2018)

SENIOR SECURED CREDIT AGREEMENT dated as of August 16, 2018 (this Agreement), between FS ENERGY AND POWER FUND, the LENDERS and CONDUIT SUPPORT PROVIDERS party hereto, JPMORGAN CHASE BANK, N.A. as Administrative Agent and Collateral Agent and SOCIETE GENERALE as Co-Collateral Agent.

Pre-Pay Agreement (August 21st, 2018)

This Pre-Pay Agreement (this "Agreement") is made as of August 13, 2018 (the "Effective Date") by and among IOENGINE, LLC, a Delaware limited liability company ("IOENGINE"), GlassBridge Enterprises, Inc. f/k/a Imation Corp., a Delaware corporation ("GlassBridge"), and Scott F. McNulty ("McNulty" and together with IOENGINE and GlassBridge, each a "Party" and collectively, the "Parties").

FS Investment Corp III – SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 14th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 9, 2018 (this "Agreement"), among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, FS INVESTMENT CORPORATION III, each other Person designated as a "Borrower" hereunder pursuant to Section 9.19, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and ING CAPITAL LLC, as Collateral Agent.

FS Investment Corp III – Contract (August 14th, 2018)

AMENDMENT NO. 10 TO LOAN FINANCING AND SERVICING AGREEMENT, dated as of June 20, 2018 (this "Amendment"), among Dunlap Funding LLC, a Delaware limited liability company (the "Borrower"), Deutsche Bank AG, New York Branch, as facility agent (the "Facility Agent") (formerly the "Administrative Agent"), each Lender party hereto (each, a "Lender" and collectively, the "Lenders"), each Agent party hereto (each, an "Agent" and collectively, the "Agents") and Wells Fargo Bank, National Association, as collateral agent and collateral custodian (the "Collateral Agent").

FS Investment Corp II – SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 14th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 9, 2018 (this "Agreement"), among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, FS INVESTMENT CORPORATION III, each other Person designated as a "Borrower" hereunder pursuant to Section 9.19, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and ING CAPITAL LLC, as Collateral Agent.

SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 10th, 2018)

SENIOR SECURED REVOLVING CREDIT AGREEMENT dated as of August 9, 2018 (this "Agreement"), among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, FS INVESTMENT CORPORATION III, each other Person designated as a "Borrower" hereunder pursuant to Section 9.19, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and ING CAPITAL LLC, as Collateral Agent.

FS Investment CORP – SENIOR SECURED REVOLVING CREDIT AGREEMENT Dated as of August 9, 2018 Among CORPORATE CAPITAL TRUST, INC., FS INVESTMENT CORPORATION, FS INVESTMENT CORPORATION II, and FS INVESTMENT CORPORATION III, as Borrowers, the LENDERS Party Hereto and JPMORGAN CHASE BANK, N.A. As Administrative Agent ING CAPITAL LLC, as Collateral Agent ING CAPITAL LLC, as Syndication Agent BANK OF MONTREAL and SUNTRUST BANK, as Documentation Agents JPMORGAN CHASE BANK, N.A., ING CAPITAL LLC, BMO CAPITAL MARKETS CORP. And SUNTRUST ROBINSON HUMPHREY INC., as Joint Bookrunners and Joint Lead Arrangers (August 9th, 2018)
Triangle – Credit Agreement (August 6th, 2018)

This CREDIT AGREEMENT ("Agreement") is entered into as of August 3, 2018, among BARINGS BDC SENIOR FUNDING I, LLC, a Delaware limited liability company, (the "Company" or the "Borrower"), each lender from time to time party hereto (collectively, the "Lenders" and individually, a "Lender") and BANK OF AMERICA, N.A., as Administrative Agent.

Triangle – Registration Rights Agreement (August 2nd, 2018)

THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of August 2, 2018, by and between Triangle Capital Corp., a Maryland corporation (the "Company") and Barings LLC ("Buyer").

Indemnification Agreement (July 23rd, 2018)

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").

FS Investment CORP – AGREEMENT AND PLAN OF MERGER Among FS INVESTMENT CORPORATION, IC ACQUISITION, INC., CORPORATE CAPITAL TRUST, INC. And FS/KKR ADVISOR, LLC Dated as of July 22, 2018 (July 23rd, 2018)

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).

AGREEMENT AND PLAN OF MERGER Among FS INVESTMENT CORPORATION, IC ACQUISITION, INC., CORPORATE CAPITAL TRUST, INC. And FS/KKR ADVISOR, LLC (July 23rd, 2018)

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").

Indemnification Agreement (July 23rd, 2018)

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").

LOAN AND SECURITY AGREEMENT Dated as of July 13, 2018 AMKOR TECHNOLOGY SINGAPORE HOLDING PTE. LTD., and CERTAIN OF ITS SUBSIDIARIES OR AFFILIATES PARTY HERETO as Borrowers BANK OF AMERICA, N.A., as Agent DBS BANK LTD., as Documentation Agent and BANK OF AMERICA, N.A., as Sole Lead Arranger and Sole Bookrunner (July 19th, 2018)

THIS LOAN AND SECURITY AGREEMENT is dated as of July 13, 2018, among AMKOR TECHNOLOGY SINGAPORE HOLDING PTE. LTD., a company incorporated under the laws of Singapore (Amkor Singapore) and other entities now or hereafter joined hereto as borrowers (together with Amkor Singapore, each a Borrower and collectively, the Borrowers), the financial institutions (which are qualified licensed money lenders under the laws of Singapore) party to this Agreement from time to time as Lenders, and BANK OF AMERICA, N.A., a national banking association (Bank of America), as agent for the Lenders (in such capacity, Agent).

WhiteHorse Finance, Inc. – 6.00% Senior Notes Due August 7, 2023 (July 17th, 2018)
MonoSol Rx, Inc. – Common Stock, $0.001 Par Value Per Share UNDERWRITING AGREEMENT (July 16th, 2018)
Morgan Stanley Capital I Trust 2018-H3 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) Prince and Spring Street Portfolio (July 12th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of May 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent") and SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder" and, together with the Initial Note A-1 Holder, the "Initial Note Holders").

Morgan Stanley Capital I Trust 2018-H3 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Orlando Airport Marriott Lakeside (July 12th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

Morgan Stanley Capital I Trust 2018-H3 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Torrance Technology Campus (July 12th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

UBS Commercial Mortgage Trust 2018-C11 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of May 6, 2018 by and Between SPREF WH III LLC (Initial Note A-1 Holder) and SPREF WH III LLC (Initial Note A-2 Holder) Stony Creek Marketplace (July 10th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of May 6, 2018 by and between SPREF WH III LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent") and SPREF WH III LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder" and, together with the Initial Note A-1 Holder, the "Initial Note Holders").

UBS Commercial Mortgage Trust 2018-C11 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Torrance Technology Campus (July 10th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

UBS Commercial Mortgage Trust 2018-C11 – AGREEMENT BETWEEN NOTE HOLDERS Dated as of July 6, 2018 by and Between SPREF WH II LLC (Initial Note A-1 Holder) and SPREF WH II LLC (Initial Note A-2 Holder) and SPREF WH II LLC (Initial Note A-3 Holder) and SPREF WH II LLC (Initial Note A-4 Holder) and SPREF WH II LLC (Initial Note A-5 Holder) and SPREF WH II LLC (Initial Note A-6 Holder) Orlando Airport Marriott Lakeside (July 10th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of July 6, 2018 by and between SPREF WH II LLC (in its capacity as initial owner of the Note A-1, the "Initial Note A-1 Holder", and in its capacity as the initial agent, the "Initial Agent"), SPREF WH II LLC (in its capacity as initial owner of the Note A-2, the "Initial Note A-2 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-3, the "Initial Note A-3 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-4, the "Initial Note A-4 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-5, the "Initial Note A-5 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder" and, together with the Initial Note A-1 Holder, the Initial Note A-2 Holder, the Initial Note A-3 Holder, the Initial Note A-4 Holder and the Initial Note A-5 Holder, the "Initial Note Holders").

Carey Credit Income Fund – SECOND AMENDED AND RESTATED LOAN AGREEMENT Dated as of June 29, 2018 Among (July 6th, 2018)

SECOND AMENDED AND RESTATED LOAN AGREEMENT dated as of June 29, 2018 (this "Agreement") among Hamilton Finance LLC, a Delaware limited liability company, as borrower (the "Company"); the Financing Providers party hereto; U.S. Bank National Association ("U.S. Bank"), in its capacities as collateral agent (in such capacity, the "Collateral Agent"), collateral administrator (in such capacity, the "Collateral Administrator") and securities intermediary (in such capacity, the "Securities Intermediary"); and JPMorgan Chase Bank, National Association, as administrative agent for the Financing Providers hereunder (in such capacity, the "Administrative Agent").

PURCHASE AND SALE AGREEMENT by and Among Global Brands Group Holding Limited, GBG USA Inc., and Differential Brands Group Inc. Dated as of June 27, 2018 (July 3rd, 2018)

Page Article I DEFINITIONS; INTERPRETATION 2 Section 1.1 Defined Terms 2 Section 1.2 Other Definitions 16 Section 1.3 Interpretation; Absence of Presumption 18 Section 1.4 Headings; Definitions 19 Section 1.5 Schedules and Exhibits 19 Article II THE SALE 19 Section 2.1 The Unit Sale 19 Section 2.2 Purchased Assets; Assumed Liabilities and Excluded Liabilities 20 Section 2.3 Purchase Price and Assumption of Liabilities 21 Section 2.4 Closing 21 Section 2.5 Purchase Price Adjustment 23 Section 2.6 Withholding 25 Article III REPRESENTATIONS AND WARRANTIES OF PARENT AND SELLER 25 Section 3.1 Organization and Qualification; Subsidiaries 26 Section 3.2 Capitalization of the Transferred Entities 26 Section 3.3 Authority Relative to thi