Dechert Sample Contracts

Goldman Sachs Private Middle Market Credit LLC – Second Amendment to Loan and Security Agreement (December 13th, 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).

American International Group, Inc. Release and Restrictive Covenant Agreement (December 7th, 2018)

This Release and Restrictive Covenant Agreement (the "Agreement") is entered into by and between Siddhartha Sankaran (the "Employee") and American International Group, Inc., a Delaware Corporation (the "Company").

Focus Financial Partners Inc. – Contract (December 6th, 2018)
TPG RE Finance Trust, Inc. – Page 1. Management Services 1 2. Delegation of Duties 5 3. Purchase and Sale Transactions; Brokerage 5 4. Representations and Warranties of the Issuer 7 5. Representations and Warranties of the Collateral Manager 8 6. Expenses 10 7. Fees 10 8. Non-Exclusivity 11 9. Conflicts of Interest 11 10. Records; Confidentiality 14 11. Term 14 12. Removal, Resignation and Replacement 14 13. Liability of Collateral Manager 19 14. Obligations of Collateral Manager 22 15. No Partnership or Joint Venture 23 16. Notices 23 17. Succession; Assignment 24 18. No Bankruptcy Petition/Limited Recourse 24 19. Rating (December 3rd, 2018)
TPG RE Finance Trust, Inc. – TRTX 2018-Fl2 ISSUER, LTD., as Issuer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Preferred Share Paying Agent, AND MAPLESFS LIMITED, as Preferred Share Registrar and Administrator PREFERRED SHARE PAYING AGENCY AGREEMENT Dated as of November 29, 2018 (December 3rd, 2018)
TPG RE Finance Trust, Inc. – TRTX 2018-Fl2 ISSUER, LTD., as Issuer, TRTX 2018-Fl2 CO-ISSUER, LLC, as Co- Issuer, TRTX CLO LOAN SELLER 2, LLC, as Advancing Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Note Administrator INDENTURE Dated as of November 29, 2018 (December 3rd, 2018)
CSAIL 2018-C14 Commercial Mortgage Trust – AGREEMENT BETWEEN NOTE HOLDERS Dated as of November 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) and SPREF WH II LLC (Initial Note A-7 Holder) and SPREF WH II LLC (Initial Note A-8 Holder) Sheraton Grand Nashville (November 29th, 2018)

THIS AGREEMENT BETWEEN NOTEHOLDERS ("Agreement"), dated as of November 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"), SPREF WH II LLC (in its capacity as initial owner of the Note A-6, the "Initial Note A-6 Holder"), SPREF WH II LLC (in its capacity as initial owner of the Note A-7, the "Initial Note A-7 Holder") and SPREF WH II LLC (in its capacity as initial owner of the Note A-8, the "Initial Note A-8 Holder" and, together with the Initial Note A-1 Holder, th

KKR Real Estate Finance Trust Inc. – Contract (November 29th, 2018)
Bank 2018-Bnk15 – Contract (November 29th, 2018)
Golub Capital Investment Corp – Agreement and Plan of Merger (November 28th, 2018)

AGREEMENT AND PLAN OF MERGER, dated as of November 27, 2018 (this "Agreement"), among Golub Capital Investment Corporation, a Maryland corporation ("GCIC"), Golub Capital BDC, Inc., a Delaware corporation ("GBDC"), Fifth Ave Subsidiary Inc., a Maryland corporation and wholly-owned direct Consolidated Subsidiary of GBDC ("Merger Sub"), GC Advisors LLC, a Delaware limited liability company ("GC Advisors") and, solely for purposes of Section 1.9, Golub Capital LLC.

Golub Capital BDC, Inc. – Agreement and Plan of Merger (November 28th, 2018)

AGREEMENT AND PLAN OF MERGER, dated as of November 27, 2018 (this "Agreement"), among Golub Capital Investment Corporation, a Maryland corporation ("GCIC"), Golub Capital BDC, Inc., a Delaware corporation ("GBDC"), Fifth Ave Subsidiary Inc., a Maryland corporation and wholly-owned direct Consolidated Subsidiary of GBDC ("Merger Sub"), GC Advisors LLC, a Delaware limited liability company ("GC Advisors") and, solely for purposes of Section 1.9, Golub Capital LLC.

Edge Therapeutics, Inc. – Contract (November 26th, 2018)
Golub Capital BDC, Inc. – INDENTURE by and Between GOLUB CAPITAL BDC CLO III LLC, Issuer and U.S. BANK NATIONAL ASSOCIATION, Trustee Dated as of November 16, 2018 (November 21st, 2018)

INDENTURE, dated as of November 16, 2018, between GOLUB CAPITAL BDC CLO III LLC, a limited liability company organized under the laws of the State of Delaware (the "Issuer"), and U.S. BANK NATIONAL ASSOCIATION, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the "Trustee").

Golub Capital BDC, Inc. – Collateral Management Agreement (November 21st, 2018)

This Collateral Management Agreement (as amended, supplemented or otherwise modified from time to time, this "Agreement"), dated as of November 16, 2018 is entered into by and between GOLUB CAPITAL BDC CLO iii llc, a limited liability company organized under the laws of the State of Delaware (the "Issuer"), and GC ADVISORS LLC, a limited liability company organized under the laws of the State of Delaware, as collateral manager (together with its successors and permitted assigns, "GC Advisors" and the "Collateral Manager").

Blackstone / GSO Secured Lending Fund – LOAN AND SECURITY AGREEMENT Dated as of November 16, 2018 Among BGSL JACKSON HOLE FUNDING LLC the Lenders Party Hereto the Collateral Administrator, Collateral Agent and Securities Intermediary Party Hereto JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent and BLACKSTONE/GSO SECURED LENDING FUND, as Portfolio Manager (November 21st, 2018)
WhiteHorse Finance, Inc. – First Amendment to Third Amended and Restated Loan Agreement (November 20th, 2018)

THIRD AMENDED AND RESTATED LOAN AGREEMENT dated as of December 23, 2015, amended and restated as of June 27, 2016, amended October 14, 2016, amended and restated as of June 29, 2017 and amended and restated as of May 15, 2018 (this "Agreement") among WHITEHORSE FINANCE CREDIT I, LLC, as borrower (the "Company"); WHITEHORSE FINANCE, INC. (the "Portfolio Manager"); the Financing Providers party hereto; the Collateral Agent party hereto (in such capacity, the "Collateral Agent"); the Collateral Administrator party hereto (in such capacity, the "Collateral Administrator"); the Securities Intermediary party hereto (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").

Virgin Trains USA LLC – Contract (November 16th, 2018)
Crescent Capital BDC, Inc. – Contract (November 9th, 2018)
Synergy Pharmaceuticals Inc. – Contract (November 9th, 2018)
Golub Capital Investment Corp – Joinder Supplement (November 7th, 2018)

WHEREAS, this Joinder Supplement is being executed and delivered under Section 11.04 of the Amended and Restated Loan and Servicing Agreement, dated as of May 13, 2015 (as amended, modified, waived, supplemented or restated from time to time, the "Loan and Servicing Agreement"), by and among GCIC Funding LLC, as the borrower (in such capacity, the "Borrower"), Golub Capital Investment Corporation, as the transferor (in such capacity, the "Transferor"), GC Advisors LLC, as the servicer (in such capacity, the "Servicer"), Wells Fargo Bank, N.A., as the administrative agent (in such capacity, the "Administrative Agent"), each of the Conduit Lenders and Institutional Lenders from time to time party thereto (the "Lenders"), each of the Lender Agents from time to time party thereto (the "Lender Agents"), Wells Fargo Bank, N.A., as the Swingline Lender (the "Swingline Lender") and Wells Fargo Bank, N.A., as the collateral agent (in such capacity, the "Collateral Agent"), as the account bank (

Hercules Technology Growth Capital, Inc. – Hercules Capital Funding Trust 2018-1 Notes Note Purchase Agreement (November 2nd, 2018)
SECOND LIEN CREDIT AGREEMENT Dated as of October 29, 2018, Among DIFFERENTIAL BRANDS GROUP INC., as Borrower, THE LENDERS PARTY HERETO, and U.S. BANK NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent (November 2nd, 2018)

This SECOND LIEN CREDIT AGREEMENT, dated as of October 29, 2018, (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this "Agreement"), is made by and among, DIFFERENTIAL BRANDS GROUP INC., a Delaware corporation (the "Borrower"), the Lenders (as hereinafter defined) from time to time party hereto, U.S. BANK NATIONAL ASSOCIATION, as administrative agent (together with any successor administrative agent appointed pursuant hereto, in such capacity, the "Administrative Agent") and collateral agent (together with any successor collateral agent appointed pursuant hereto, in such capacity, the "Collateral Agent") for all Lenders.

Form of Subscription Agreement (November 2nd, 2018)

This SUBSCRIPTION AGREEMENT (this "Agreement") is entered into this 29th day of October, 2018, by and between Differential Brands Group Inc., a Delaware corporation (the "Company") and each undersigned subscriber (each, a "Subscriber").

Golub Capital BDC, Inc. – Purchase Agreement (November 2nd, 2018)

Golub Capital BDC CLO III LLC, a limited liability company organized under the laws of the State of Delaware (the "Issuer") plans to issue the following classes of notes in the respective principal amounts set forth below:

Hercules Technology Growth Capital, Inc. – Contract (November 2nd, 2018)
Hercules Technology Growth Capital, Inc. – Contract (November 2nd, 2018)
Hercules Technology Growth Capital, Inc. – Contract (November 2nd, 2018)
Hercules Technology Growth Capital, Inc. – Contract (November 2nd, 2018)
Contract (November 2nd, 2018)
Contract (November 2nd, 2018)
Contract (November 2nd, 2018)
Contract (November 2nd, 2018)
Egalet Corp – Restructuring Support Agreement (October 31st, 2018)

This RESTRUCTURING SUPPORT AGREEMENT (together with all exhibits, schedules and attachments hereto, as amended, supplemented or otherwise modified from time to time, this Agreement), dated as of October 30, 2018, is made and entered into by and among (1) Egalet Corporation (Egalet), a Delaware corporation, and its direct and indirect subsidiaries listed on the signature pages hereto (each, a Company Party, and collectively, the Company), and (2) the undersigned beneficial holders (or investment advisors or managers executing and delivering this Agreement for such beneficial holders) of Egalet Claims (as defined below) (together with their respective successors and permitted assigns, and any holder of Egalet Claims that becomes a party hereto in accordance with the terms hereof, each, a Supporting Noteholder, and collectively, the Supporting Noteholders).

Egalet Corp – ASSET PURCHASE AGREEMENT by and Between Iroko Pharmaceuticals Inc., Egalet US Inc., and Egalet Corporation Dated as of October 30, 2018 (October 31st, 2018)

THIS ASSET PURCHASE AGREEMENT (this Agreement) is entered into as of October 30, 2018, by and between Iroko Pharmaceuticals Inc., a business company incorporated in the British Virgin Islands (registered number 1732699) (the Company) and Egalet US Inc., a Delaware corporation (NewCo), and Egalet Corporation, a Delaware corporation (Buyer Parent and, collectively with NewCo, the Buyer).

Egalet Corp – In the United States Bankruptcy Court for the District of Delaware (October 31st, 2018)

Subject to the limitations contained in this Plan: (1) the Debtors (with the consent of the Required Supporting Noteholders and Iroko, which consent shall not be unreasonably