Exhibit 4.2

EXECUTION VERSION

INDENTURE

by and among

JEFFERIES CREDIT PARTNERS BDC CLO II LTD.

Issuer

JEFFERIES CREDIT PARTNERS BDC CLO II LLC

Co-Issuer

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION

Trustee

Dated April 2, 2026

TABLE OF CONTENTS

Schedules and Exhibits

INDENTURE, dated as of April 2, 2026 among Jefferies Credit Partners BDC CLO II Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”), Jefferies Credit Partners BDC CLO II LLC, a limited liability company organized under the laws of the State of Delaware (the “Co-Issuer,” and together with the Issuer, the “Co-Issuers”) and U.S. Bank Trust Company, National Association, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Trustee”).

PRELIMINARY STATEMENT

The Co-Issuers are duly authorized to execute and deliver this Indenture to provide for the Notes issuable as provided in this Indenture. Except as otherwise provided herein, all covenants and agreements made by the Co-Issuers herein are for the benefit and security of the Secured Parties. The Co-Issuers and the Trustee are entering into this Indenture, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged.

All things necessary to make this Indenture a valid agreement of the Co-Issuers and the Trustee in accordance with the agreement’s terms have been done.

GRANTING CLAUSES

The Issuer hereby Grants to the Trustee, for the benefit and security of the Holders of the Secured Notes, the Trustee, the Portfolio Manager, the Administrator, each Hedge Counterparty (if any), the Collateral Administrator and the Bank and its Affiliates in each other respective capacities under the Transaction Documents (collectively, the “Secured Parties”), all of its right, title and interest in, to and under, all personal property and real property of the Issuer, in each case, whether now owned or existing, or hereafter acquired or arising and wherever located including, without limitation, (a) the Collateral Obligations, the Loss Mitigation Obligations, the Specified Defaulted Obligations, the Specified Equity Securities and the Closing Date Participation Interest which the Issuer causes to be Delivered to the Trustee (directly or through an intermediary or bailee) herewith and all payments thereon or with respect thereto, and all Collateral Obligations, Loss Mitigation Obligations, Specified Defaulted Obligations and Specified Equity Securities which are Delivered to the Trustee in the future pursuant to the terms hereof and all payments thereon or with respect thereto, (b) each of the Accounts, and any Eligible Investments purchased with funds on deposit in any of the Accounts, and all income from the investment of funds therein, (c) subject to the rights of the Hedge Counterparty therein, each Hedge Counterparty Collateral Account, and any Eligible Investments purchased with funds on deposit therein, and all income from the investment of funds therein, (d) the Portfolio Management Agreement as set forth in Article XV hereof, the Hedge Agreements, the Administration Agreement, the Risk Retention Letter, the Collateral Administration Agreement, the JCP BDC SPV Sale Agreement and the Master Loan Sale Agreement, (e) all Cash or Money Delivered to the Trustee (or its bailee) from any source for the benefit of the Secured Parties or the Issuer, (f) all accounts, chattel paper, commodity accounts, commodity contracts, deposit accounts, equipment, farm products, financial assets, fixtures, general intangibles, goods, instruments, inventory, investment property, letter-of-credit rights, manufactured homes, money, payment intangibles, promissory notes and all supporting obligations relating to the foregoing (in each case as defined in the UCC), (g) any other property otherwise Delivered to the Trustee by or on behalf of the Issuer (whether or not constituting Collateral Obligations or Eligible Investments), (h) any

Equity Securities received by the Issuer and (i) all proceeds with respect to the foregoing (the assets referred to in (a) through (i) above, are collectively referred to as the “Assets”); provided that such Grants shall not include the U.S.$250 transaction fee paid to the Issuer in consideration of the issuance of the Notes, the funds attributable to the issuance and allotment of the Issuer’s ordinary shares or the bank account in the Cayman Islands in which such funds are deposited (or any interest thereon) (collectively, the “Excepted Property”).

The above Grant is made to secure the Secured Notes and certain other amounts payable by the Issuer as described herein. Except as set forth in the Priority of Payments and Article XIII of this Indenture, the Secured Debt is secured by the Grant equally and ratably without prejudice, priority or distinction between any Secured Debt and any other Secured Debt by reason of difference in time of issuance, incurrence or otherwise. The Grant is made to secure, in accordance with the priorities set forth in the Priority of Payments and Article XIII of this Indenture, (i) the payment of all amounts due on the Secured Notes in accordance with their terms, (ii) the payment of all other sums (other than in respect of the Subordinated Notes) payable under this Indenture, (iii) the payment of amounts owing by the Issuer under the Portfolio Management Agreement, the Account Control Agreement and the Collateral Administration Agreement and (iv) compliance with the provisions of this Indenture, all as provided in this Indenture (the “Secured Obligations”). The foregoing Grant shall, for the purpose of determining the property subject to the lien of this Indenture, be deemed to include any securities and any investments granted to the Trustee by or on behalf of the Issuer, whether or not such securities or investments satisfy the criteria set forth in the definitions of “Collateral Obligation” or “Eligible Investments,” as the case may be.

The Trustee acknowledges such Grant and agrees to perform the duties herein in accordance with the provisions hereof, and agrees to perform the duties herein in accordance with the terms hereof.

ARTICLE I

DEFINITIONS

Section 1.1 Definitions. Except as otherwise specified herein or as the context may otherwise require, the following terms have the respective meanings set forth below for all purposes of this Indenture, and the definitions of such terms are equally applicable both to the singular and plural forms of such terms and to the masculine, feminine and neuter genders of such terms. The word “including” shall mean “including without limitation.” All references in this Indenture to designated “Articles,” “Sections,” “subsections” and other subdivisions are to the designated articles, sections, sub-sections and other subdivisions of this Indenture. The words “herein,” “hereof,” “hereunder” and other words of similar import refer to this Indenture as a whole and not to any particular article, section, subsection or other subdivision.

“25% Limitation”: A limitation that is exceeded only if Benefit Plan Investors hold 25% or more of the total value of any class of equity interest in the Issuer, as calculated under 29 C.F.R. Section 2510.3-101, as modified by Section 3(42) of ERISA.

“Account Control Agreement”: The Account Control Agreement dated as of the Closing Date among the Issuer, the Trustee and U.S. Bank National Association, as securities intermediary and depository bank.

“Accountants’ Effective Date AUP Report”: The meaning specified in Section 7.18(c).

“Accountants’ Effective Date Comparison AUP Report”: The meaning specified in Section 7.18(c).

“Accountants’ Effective Date Recalculation AUP Report”: The meaning specified in Section 7.18(c).

“Accounts”: (i) The Payment Account, (ii) the Collection Account, (iii) the Ramp-Up Account, (iv) the Revolver Funding Account, (v) the Expense Reserve Account, (vi) the Interest Reserve Account, (vii) the Custodial Account, (viii) the Permitted Use Account and (ix) each Hedge Counterparty Collateral Account.

“Accredited Investor”: An “accredited investor” within the meaning set forth in Rule 501(a) under the Securities Act.

“Act” and “Act of Holders”: The meanings specified in Section 14.2.

“Additional Debt”: Any additional Debt issued or incurred, as applicable, pursuant to Section 2.13.

“Additional Retention Holder Issuance”: The meaning specified in Section 2.14(d).

“Adjusted Class Break-even Default Rate”: The rate equal to (a)(i) the Class Break-even Default Rate multiplied by (ii)(x) the Target Portfolio Par divided by (y) the S&P Collateral Principal Amount plus (b)(i)(x) the S&P Collateral Principal Amount minus (y) the Target Portfolio Par, divided by (ii)(x) the S&P Collateral Principal Amount multiplied by (y) 1 minus the Weighted Average S&P Recovery Rate.

“Adjusted Collateral Principal Amount”: As of any date of determination:

provided, further, that with respect to any Collateral Obligation that satisfies more than one of the definitions of Defaulted Obligation, Discount Obligation, Deferring Security, Long-Dated Obligation, Post-Effective Date Excepted Participation Interest or any asset that falls into the CCC Excess Adjustment Amount, such Collateral Obligation shall, for the purposes of this definition, be treated as belonging to the category of Collateral Obligations which results in the lowest Adjusted Collateral Principal Amount on any date of determination.

“Administration Agreement”: An agreement dated as of the Closing Date, between the Administrator (as administrator and share owner) and the Issuer (as amended from time to time) relating to the various corporate management functions that the Administrator shall perform on behalf of the Issuer, including communications with shareholders and the general public, and the provision of certain clerical, administrative and other corporate services in the Cayman Islands until termination of such agreement.

“Administrative Expense Cap”: An amount equal on any Payment Date (when taken together with any Administrative Expenses paid as described in any of Section 10.2(d), Section 11.1(a)(i)(A), Section 11.1(a)(ii)(A) and Section 11.1(a)(iv)(A) during the period since the preceding Payment Date or in the case of the first Payment Date, the period since the Closing Date), to the sum of (a) 0.03% per annum (prorated for the related Interest Accrual Period on the basis of a 360 day year consisting of twelve 30 day months) of the Fee Basis Amount on the related Determination Date and (b) U.S.$200,000 per annum (prorated for the related Interest Accrual Period on the basis of a 360 day year consisting of twelve 30 day months); provided that, with respect to any Payment Date on or after the third Payment Date following the Closing Date, if the aggregate amount of Administrative Expenses paid pursuant to the Priority of Payments on the three immediately preceding Payment Dates (or, with respect to the third Payment Date, since the Closing Date) and during the related Collection Periods is less than the aggregate Administrative Expense Cap (determined without regard for this proviso) for such period, such excess amount shall be added to the amount determined above for purposes of calculating the Administrative Expense Cap for such Payment Date.

“Administrative Expenses”: The fees, expenses (including indemnities) and other amounts due or accrued with respect to any Payment Date (including, with respect to any Payment Date, any such amounts that were due and not paid on any prior Payment Date in accordance with the Priority of Payments) and payable in the following order by the Issuer or the Co-Issuer: first, to the Trustee and the Bank (in each of its capacities under the Transaction Documents) pursuant to Section 6.7 and other provisions of this Indenture, second, to the Collateral Administrator pursuant to the Collateral Administration Agreement, third, on a pro rata basis, the following amounts (excluding indemnities) to the following parties:

and fourth, on a pro rata basis, indemnities payable to any Person pursuant to any Transaction Document; provided that, for the avoidance of doubt, amounts that are expressly payable to any Person under the Priority of Payments in respect of an amount that is stated to be payable as an amount other than as Administrative Expenses (including, without limitation, interest and principal in respect of the Debt) shall not constitute Administrative Expenses.

“Administrator”: Appleby Global Services (Cayman) Limited and its successors.

“Advisory Committee”: An advisory committee of the Issuer formed, subject to the Advisory Committee Guidelines, to approve certain types of investments by the Issuer.

“Advisory Committee Guidelines”: The guidelines in respect of the Advisory Committee attached hereto as Exhibit F.

“Advisory Committee Member Agreement”: Any agreement between an Advisory Committee member and the Issuer relating to such Advisory Committee member’s service as such.

“Affected Class”: Any Class of Secured Notes that, as a result of the occurrence of a Tax Event, has not received 100% of the aggregate amount of principal and interest that would otherwise be due and payable to such Class on any Payment Date.

“Affected Debtholders”: For any supplemental indenture, all Holders of each Class of Debt excluding, if such supplemental indenture is in connection with an Optional Redemption by Refinancing of one or more Classes of Secured Debt effected in accordance with this Indenture, (x) each Class of Secured Debt to be redeemed pursuant to such Refinancing and (y) each class of replacement securities or loans issued in such Refinancing.

“Affiliate”: With respect to a Person, (i) any other Person who, directly or indirectly, is in control of, or controlled by, or is under common control with, such Person or (ii) any other Person who is a director, Officer, employee or general partner (a) of such Person, (b) of any subsidiary or parent company of such Person or (c) of any Person described in clause (i) above; provided that funds or accounts managed by the Portfolio Manager or affiliates of the Portfolio Manager shall be excluded from the definition hereof. For the purposes of this definition, “control” of a Person shall mean the power, direct or indirect, (x) to vote more than 50% of the securities having ordinary voting power for the election of directors of such Person or (y) to direct or cause the direction of the management and policies of such Person whether by contract or otherwise. For purposes of this definition, no entity shall be deemed an Affiliate of the Issuer or the Co-Issuer solely because the Administrator or any of its Affiliates acts as administrator or share trustee for such entity.

“Agent Members”: Members of, or participants in, DTC, Euroclear or Clearstream.

“Aggregate Coupon”: As of any Measurement Date, the sum of the products obtained by multiplying, in the case of each Fixed Rate Obligation (including, for any Deferrable Security, only the required current cash pay interest required by the Underlying Instruments thereon), (i) the stated coupon on such Collateral Obligation expressed as a percentage and (ii) the Principal Balance of such Collateral Obligation.

“Aggregate Excess Funded Spread”: As of any Measurement Date, the amount obtained by multiplying: (a) the Benchmark applicable to the Floating Rate Debt during the Interest Accrual Period in which such Measurement Date occurs; by (b) the amount (not less than zero) equal to (i) the Aggregate Principal Balance of the Collateral Obligations (excluding (x) for any Deferring Security, any interest that has been deferred and capitalized thereon and (y) for the avoidance of doubt, the Principal Balance of any Defaulted Obligation) as of such Measurement Date minus (ii) the Target Portfolio Par minus (iii) the aggregate amount of Principal Proceeds received from the issuance of additional notes pursuant to Section 2.14 and 3.2.

“Aggregate Funded Spread”: As of any Measurement Date, the sum of, for each Floating Rate Obligation:

“Aggregate Outstanding Amount”: With respect to any (i) Secured Notes as of any date, the aggregate unpaid principal amount of such Notes Outstanding and (ii) Subordinated Notes, the initial aggregate principal amount of such Subordinated Notes Outstanding.

“Aggregate Principal Balance”: When used with respect to all or a portion of the Collateral Obligations or the Assets, the sum of the Principal Balances of all or of such portion of the Collateral Obligations or Assets, respectively.

“Aggregate Unfunded Spread”: As of any Measurement Date, the sum of the products obtained by multiplying (i) for each Delayed Drawdown Collateral Obligation and Revolving Collateral Obligation (other than Defaulted Obligations), the related commitment fee then in effect as of such date and (ii) the undrawn commitments of each such Delayed Drawdown Collateral Obligation and Revolving Collateral Obligation as of such date.

“AML Compliance”: Compliance with the Cayman AML Regulations.

“Applicable Issuer” or “Applicable Issuers”: With respect to the Class A-1 Notes, the Class A-2 Notes and the Class B Notes, the Co-Issuers; with respect to the Subordinated Notes, the Issuer only; and with respect to any additional notes issued in accordance with Sections 2.14 and 3.2, the Issuer and, if such debt is co-issued, the Co-Issuer.

“Applicable Law”: The meaning specified in Section 6.3(cc).

“Appraised Value”: With respect to any Collateral Obligation, the value of such Collateral Obligation, as determined by the applicable Approved Appraisal Firm, as set forth in the related appraisal (or, if a range of values is set forth therein, the midpoint of such values). If the Issuer owns less than 100% of the total lenders’ interests secured by the assets securing any Collateral Obligation or has sold Participation Interests in such Collateral Obligation, then the Appraised Value with respect to such Collateral Obligation will be reduced to reflect the proportionate interests of all other lenders or participants secured by such assets (taking into account the relative seniority of all such lenders and participants) that rank pari passu with or senior to (including with respect to liquidation) the Issuer’s interest under the Collateral Obligation.

“Approved Appraisal Firm”: (a) Each of the following firms: Houlihan Lokey, Inc., Duff & Phelps LLC, Kroll Inc., Lincoln Advisors, Murray, Devine and Company and Valuation Research Corporation and (b) each independent appraisal firm (i) recognized as being experienced in conducting valuations of loans of the type constituting Collateral Obligations and (ii) that the Issuer, or the Portfolio Manager in accordance with the Portfolio Manager Standard, determines is qualified with respect to each Collateral Obligation; provided that at no time may the Issuer, the Portfolio Manager or any Affiliate thereof be an Approved Appraisal Firm.

“Article 7 ITS”: Commission Implementing Regulation (EU) 2020/1225.

“Article 7 RTS”: Commission Delegated Regulation (EU) 2020/1224.

“Article 7 Technical Standards”: The Article 7 RTS and the Article 7 ITS.

“Asset Replacement Percentage”: On any date of calculation, a fraction (expressed as a percentage) calculated by the Portfolio Manager where the numerator is the outstanding principal balance of the Collateral Obligations that were indexed to the Fallback Rate other than the then-current Benchmark for the Index Maturity as of such calculation date and the denominator is the outstanding principal balance of the Collateral Obligations as of such calculation date.

“Asset-Backed Commercial Paper”: Commercial paper or other short-term obligations of a program that primarily issues externally rated commercial paper backed by assets or exposures held in a bankruptcy-remote, special purpose entity.

“Assets”: The meaning assigned in the Granting Clauses hereof.

“Assumed Reinvestment Rate”: The Benchmark (as determined on the most recent Interest Determination Date relating to an Interest Accrual Period beginning on a Payment Date or the Closing Date) minus 0.25% per annum; provided that the Assumed Reinvestment Rate shall not be less than 0%.

“Authenticating Agent”: With respect to the Notes or a Class of the Notes, the Person designated by the Trustee to authenticate such Notes on behalf of the Trustee pursuant to Section 6.14 hereof.

“Authorized Officer”: With respect to the Issuer or the Co-Issuer, any Officer or any other Person who is authorized to act for the Issuer or the Co-Issuer, as applicable, in matters relating to, and binding upon, the Issuer or the Co-Issuer. With respect to the Portfolio Manager, any Officer, employee, member or agent of the Portfolio Manager who is authorized to act for the Portfolio Manager in matters relating to, and binding upon, the Portfolio Manager with respect to the subject matter of the request, certificate or order in question. With respect to the Collateral Administrator, any Officer, employee, partner or agent of the Collateral Administrator who is authorized to act for the Collateral Administrator in matters relating to, and binding upon, the Collateral Administrator with respect to the subject matter of the request, certificate or order in question. With respect to the Trustee or any other bank or trust company acting as trustee of an express trust or as custodian, a Trust Officer. With respect to any Authenticating Agent, any Officer of such Authenticating Agent who is authorized to authenticate the Notes. Each party may receive and accept a certification of the authority of any other party as conclusive evidence of the authority of any person to act, and such certification may be considered as in full force and effect until receipt by such other party of written notice to the contrary.

“Balance”: On any date, with respect to Cash or Eligible Investments in any Account, the aggregate of the (i) current balance of any Cash, demand deposits, time deposits, certificates of deposit and federal funds; (ii) principal amount of interest-bearing corporate and government securities, money market accounts and repurchase obligations; and (iii) purchase price (but not greater than the face amount) of non-interest-bearing government and corporate securities and commercial paper.

“Bank”: U.S. Bank Trust Company, National Association, a national banking association with trust powers (including any organization or entity succeeding to all or substantially all of its corporate trust business), in its individual capacity and not as Trustee, or any successor thereto.

“Bankruptcy Exchange”: The exchange of a Defaulted Obligation (without the payment of any additional funds other than reasonable and customary transfer costs) for another debt obligation issued by another obligor which, but for the fact that such debt obligation is a Defaulted Obligation or a Credit Risk Obligation, would otherwise qualify as a Collateral Obligation and (i) in the Portfolio Manager’s reasonable business judgment, at the time of the exchange, such debt obligation received on exchange has a better likelihood of recovery than the Defaulted Obligation to be exchanged, (ii) as determined by the Portfolio Manager, at the time of the exchange, the debt obligation received on exchange is no less senior in right of payment vis-à-vis its obligor’s other outstanding indebtedness than the Defaulted Obligation to be exchanged vis-à-vis its obligor’s other outstanding indebtedness, (iii) as determined by the Portfolio Manager,

both prior to and after giving effect to such exchange, each of the Coverage Tests is satisfied or, if any Coverage Test was not satisfied prior to such exchange, the coverage ratio relating to such test shall be at least as close to being satisfied after giving effect to such exchange as it was before giving effect to such exchange, (iv) no more than one other Bankruptcy Exchange has occurred during the Collection Period under which such Bankruptcy Exchange is occurring, (v) as determined by the Portfolio Manager, both prior to and after giving effect to such exchange, not more than 5.0% of the Collateral Principal Amount consists of obligations received in a Bankruptcy Exchange, (vi) the period for which the Issuer held the Defaulted Obligation to be exchanged shall be included for all purposes in this Indenture when determining the period for which the Issuer holds the debt obligation received on exchange, (vii) as determined by the Portfolio Manager, such exchanged Defaulted Obligation was not acquired in a Bankruptcy Exchange, (viii) the exchange does not take place during the Restricted Trading Period, (ix) the Bankruptcy Exchange Test is satisfied, and (x) the Aggregate Principal Balance of all Collateral Obligations received in a Bankruptcy Exchange (measured cumulatively since the Closing Date) will not exceed 10.0% of the Target Portfolio Par.

“Bankruptcy Exchange Test”: A test that shall be satisfied if, in the Portfolio Manager’s reasonable business judgment, the projected internal rate of return of the obligation obtained as a result of a Bankruptcy Exchange is greater than the projected internal rate of return of the Defaulted Obligation exchanged in a Bankruptcy Exchange, calculated by the Portfolio Manager by aggregating all cash and the Market Value of any Collateral Obligation subject to a Bankruptcy Exchange at the time of each Bankruptcy Exchange.

“Bankruptcy Law”: The federal Bankruptcy Code, Title 11 of the United States Code, as amended from time to time, and any successor statute or any other applicable federal or state bankruptcy law or similar law, including, without limitation, Part V of the Companies Act (As Revised) of the Cayman Islands and the Companies Winding Up Rules (As Revised) of the Cayman Islands, each as amended from time to time, and any bankruptcy, insolvency, winding up, reorganization or similar law enacted under the laws of the Cayman Islands or any other applicable jurisdiction.

“Bankruptcy Subordination Agreement”: The meaning specified in Section 5.4(d)(ii).

“Base Management Fee”: The fee payable to the Portfolio Manager in arrears on each Payment Date (accruing during the related Interest Accrual Period and, as applicable, prorated for the related Interest Accrual Period) pursuant to Section 8(a) of the Portfolio Management Agreement and Section 11.1 of this Indenture, in an amount equal to 0.20% per annum (calculated on the basis of a 360-day year consisting of twelve 30-day months) of the Fee Basis Amount at the beginning of the Collection Period relating to such Payment Date.

“Benchmark”: Initially, the Term SOFR Rate; provided, that if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to the Term SOFR Rate or the then-current Benchmark used to calculate interest on any Class of Debt, the “Benchmark” shall mean the Fallback Rate; provided, further, that with respect to the Floating Rate Debt, the Benchmark will be no less than zero.

“Benchmark Replacement Conforming Changes”: With respect to any Fallback Rate any technical, administrative or operational changes (including changes to the definition of “Interest Accrual Period,” timing and frequency of determining rates and making payments of interest, changes to the definition of “Index Maturity” solely when such tenor is longer than the Interest Accrual Period and other administrative matters) that the Portfolio Manager decides may be appropriate to reflect the adoption of such Fallback Rate in a manner substantially consistent with market practice (or, if the Portfolio Manager decides that adoption of any portion of such market practice is not administratively feasible or if the Portfolio Manager determines that no market practice for use of the Fallback Rate exists, in such other manner as the Portfolio Manager determines is reasonably necessary).

“Benchmark Replacement Date”: As determined by the Portfolio Manager, (i) in the case of clause (a) or (b) of the definition of “Benchmark Transition Event,” the later of (x) the date of the public statement or publication of information referenced therein and (y) the date on which the administrator of the relevant Benchmark permanently or indefinitely ceases to provide such Benchmark; (ii) in the case of clause (c) of the definition of “Benchmark Transition Event,” the date of the public statement or publication of information, (iii) in the case of clause (d) of the definition of “Benchmark Transition Event,” the date selected by the Portfolio Manager in its sole discretion or (iv) in the case of clause (e) of the definition of “Benchmark Transition Event,” the second Business Day following the date of such Monthly Report or Distribution Report, as applicable; provided, that the Portfolio Manager shall have no obligation to select a Benchmark Replacement Date in respect of a Benchmark Transition Event occurring solely under clause (d) or clause (e) of the definition of such term. For the avoidance of doubt, if the event giving rise to the Benchmark Replacement Date occurs on the same day as, but earlier than, the Reference Time in respect of any determination, the Benchmark Replacement Date will be deemed to have occurred prior to the Reference Time for such determination. The Portfolio Manager shall provide notice of the Benchmark Replacement Date to the Trustee, the Collateral Administrator, the Calculation Agent and each Rating Agency (each of whom shall have no responsibility for determining such date and may conclusively rely on the notice provided by the Portfolio Manager).

“Benchmark Transition Event”: The occurrence of one or more of the following events with respect to the then-current Benchmark, as determined by the Portfolio Manager:

“Benefit Plan Investor”: A “benefit plan investor” as defined in Section 3(42) of ERISA and which includes (a) an employee benefit plan (as defined in Section 3(3) of ERISA) that is subject to the fiduciary responsibility provisions of Title I of ERISA, (b) a plan that is subject to Section 4975 of the Code or (c) any entity whose underlying assets include “plan assets” by reason of any such employee benefit plan’s or plan’s investment in the entity.

“Board of Directors”: The directors of the Issuer duly appointed by the shareholders of the Issuer or the board of directors of the Issuer.

“Board Resolution”: With respect to the Issuer, a resolution of the Board of Directors of the Issuer and, with respect to the Co-Issuer, a resolution of the managers of the Co-Issuer.

“Bond”: A debt security (that is not a Loan) that is (a) issued by a corporation, limited liability company, partnership or trust and (b) secured by a valid first priority perfected security interest on specified collateral.

“Book Value”: “Book value” within the meaning of Treasury Regulations section 1.704-1(b)(2)(iv), adjusted (to the extent permitted under Treasury Regulations section 1.704-1(b)(2)(iv)(f)) as necessary to reflect the relative economic interests of the beneficial owners of the Subordinated Notes (as determined for U.S. federal income tax purposes).

“Bridge Loan”: Any loan that (x) is incurred in connection with a merger, acquisition, consolidation, or sale of all or substantially all of the assets of a Person or similar transaction and (y) by its terms, is required to be repaid within one year of the incurrence thereof with proceeds from additional borrowings or other refinancings (it being understood that any such loan that has a nominal maturity date of one year or less from the incurrence thereof but has a term-out or other provision whereby (automatically or at the sole option of the obligor thereof) the maturity of the indebtedness thereunder may be extended to a later date is not a Bridge Loan).

“Business Day”: Any day other than (i) a Saturday or a Sunday or (ii) a day on which commercial banks are authorized or required by applicable law, regulation or executive order to close in New York, New York, or in the city in which the Corporate Trust Office of the Trustee is located or, for any final payment of principal, in the relevant place of presentation; provided that to the extent action is required of the Issuer that has not been delegated to the Trustee, the Portfolio Manager or any agent of the Issuer located outside the Cayman Islands, the Cayman

Islands shall also be considered in determining “Business Day” for purposes of determining when such Issuer action is required.

“Calculation Agent”: The meaning specified in Section 7.16.

“Cash”: Such funds denominated in currency of the United States of America as at the time shall be legal tender for payment of all public and private debts, including funds standing to the credit of an Account.

“Cash Contribution”: The meaning specified in Section 14.19(a).

“Cayman AML Regulations”: The Cayman Islands Anti-Money Laundering Regulations (As Revised) and The Guidance Notes on the Prevention and Detection of Money Laundering, Terrorist Financing and Proliferation Financing in the Cayman Islands, each as amended and revised from time to time.

“Cayman FATCA Legislation”: The Cayman Islands Tax Information Authority Act (as amended) together with regulations and guidance notes made pursuant to such law.

“CCC Collateral Obligation”: A Collateral Obligation (other than a Defaulted Obligation or a Deferring Security) with an S&P Rating of “CCC+” or lower.

“CCC Excess”: The amount equal to the excess of the Aggregate Principal Balance of all CCC Collateral Obligations over an amount equal to 20.0% of the Collateral Principal Amount as of the current Determination Date; provided that, in determining which of the CCC Collateral Obligations shall be included in the CCC Excess, the CCC Collateral Obligations with the lowest Market Value (assuming that such Market Value is expressed as a percentage of the principal balance of such Collateral Obligations as of such Determination Date) shall be deemed to constitute such CCC Excess.

“CCC Excess Adjustment Amount”: As of any date of determination, an amount equal to the excess, if any, of:

“CEA”: The United States Commodity Exchange Act of 1936, as amended.

“Certificate of Authentication”: The meaning specified in Section 2.1.

“Certificated Notes”: The Certificated Secured Notes and the Certificated Subordinated Notes.

“Certificated Secured Note”: A Secured Note issued in the form of one or more definitive, fully registered notes without interest coupons.

“Certificated Security”: The meaning specified in Section 8-102(a)(4) of the UCC.

“Certificated Subordinated Note”: A Subordinated Note issued in the form of one or more definitive, fully registered notes without interest coupons.

“Class”: In the case of (i) the Secured Notes, all of the Secured Notes having the same Interest Rate, Stated Maturity and designation and (ii) the Subordinated Notes, all of the Subordinated Notes having the same designation; provided that all Pari Passu Classes shall constitute a single Class (respectively) for all purposes under this Indenture, the Portfolio Management Agreement and any other Transaction Document, except (1) as expressly stated otherwise in this Indenture, the Portfolio Management Agreement or such other Transaction Document and (2) in the case of any right to consent, give direction or otherwise vote with respect to any amendment or modification of this Indenture, the Portfolio Management Agreement or any other Transaction Document, as applicable, that would by its terms directly affect any the Holders of any Class of Notes exclusively and/or differently from the Holders of any Pari Passu Class with respect thereto.

“Class A-1 Notes”: The Class A-1 Senior Secured Floating Rate Notes issued pursuant to this Indenture and having the characteristics specified in Section 2.3.

“Class A-2 Notes”: The Class A-2 Senior Secured Floating Rate Notes issued pursuant to this Indenture and having the characteristics specified in Section 2.3.

“Class A/B Coverage Tests”: The Overcollateralization Ratio Test and the Interest Coverage Test, each as applied with respect to the Class A-1 Notes, the Class A-2 Notes and the Class B Notes.

“Class B Notes”: The Class B Senior Secured Floating Rate Notes issued pursuant to this Indenture and having the characteristics specified in Section 2.3.

“Class Break-even Default Rate”: With respect to the Highest Priority Class:

“Class Default Differential”: With respect to the Highest Priority Class, at any time, the rate calculated by subtracting the Class Scenario Default Rate at such time for such Class of Notes from (x) prior to the S&P CDO Monitor Election Date, the Adjusted Class Break-even Default Rate and (y) on and after the S&P CDO Monitor Election Date, the Class Break-even Default Rate, in each case, for such Class of Notes at such time.

“Class Scenario Default Rate”: With respect to the Highest Priority Class, at any time:

“Clean-Up Call Redemption”: A redemption or prepayment of the Debt, in whole but not in part, in accordance with Section 9.8.

“Clean-Up Call Redemption Price”: The meaning specified in Section 9.8(b).

“Clearing Agency”: An organization registered as a “clearing agency” pursuant to Section 17A of the Exchange Act.

“Clearing Corporation”: (i) Clearstream, (ii) DTC, (iii) Euroclear and (iv) any entity included within the meaning of “clearing corporation” under Section 8-102(a)(5) of the UCC.

“Clearing Corporation Security”: Securities which are in the custody of or maintained on the books of a Clearing Corporation or a nominee subject to the control of a Clearing Corporation and, if they are Certificated Securities in registered form, properly endorsed to or registered in the name of the Clearing Corporation or such nominee.

“Clearstream”: Clearstream Banking, société anonyme, a corporation organized under the laws of the Duchy of Luxembourg (formerly known as Cedelbank, société anonyme).

“Closing Date”: April 2, 2026.

“Closing Date Participation Interest”: With respect to each Collateral Obligation subject to transfer from JCP BDC SPV to the Issuer pursuant to the JCP BDC SPV Sale Agreement, and in respect of which title to the underlying loan obligation will not be owned by the Issuer as of the Closing Date, an undivided 100% Participation Interest granted by JCP BDC SPV to the Issuer pursuant to the JCP BDC SPV Sale Agreement. For the avoidance of doubt, each such Participation Interest shall, upon its respective Elevation Date, automatically terminate.

“Code”: The United States Internal Revenue Code of 1986, as amended, and the Treasury regulations promulgated thereunder.

“Co-Issuer”: The Person named as such on the first page of this Indenture, until a successor Person shall have become the Co-Issuer pursuant to the applicable provisions of this Indenture, and thereafter “Co-Issuer” shall mean such successor Person.

“Co-Issuers”: The Issuer and the Co-Issuer.

“Collateral Administration Agreement”: An agreement dated as of the Closing Date, among the Issuer, the Portfolio Manager and the Collateral Administrator, as amended from time to time, in accordance with the terms thereof.

“Collateral Administrator”: U.S. Bank Trust Company, National Association, in its capacity as collateral administrator under the Collateral Administration Agreement, and any successor thereto.

“Collateral Interest Amount”: As of any date of determination, without duplication, the aggregate amount of Interest Proceeds that has been received or that is expected to be received (other than Interest Proceeds expected to be received from Defaulted Obligations and Deferring Securities, but including Interest Proceeds actually received from Defaulted Obligations and Deferring Securities), in each case during the Collection Period in which such date of determination occurs (or after such Collection Period but on or prior to the related Payment Date if such Interest Proceeds would be treated as Interest Proceeds with respect to such Collection Period).

“Collateral Obligation”: A Senior Secured Loan, a Second Lien Loan or an Unsecured Loan (including, but not limited to, interests in bank loans acquired by way of a purchase or assignment) or Participation Interest therein that as of the date of acquisition by the Issuer:

For the avoidance of doubt, (i) Collateral Obligations may include Current Pay Obligations and (ii) any Loss Mitigation Obligation or any Specified Defaulted Obligation designated as a Collateral Obligation by the Portfolio Manager in accordance with the terms specified in the definition of “Loss Mitigation Obligation” shall constitute a Collateral Obligation (and not a Loss Mitigation Obligation or a Specified Defaulted Obligation) only following such designation.

“Collateral Principal Amount”: As of any date of determination, the sum of (a) the Aggregate Principal Balance of the Collateral Obligations and (b) without duplication, the amounts on deposit in the Collection Account and the Ramp-Up Account (including Eligible Investments therein) representing Principal Proceeds; provided, that Defaulted Obligations will be treated as having a Principal Balance equal to the S&P Collateral Value of such Defaulted Obligations; provided, further, that the Principal Balance shall be zero for any Defaulted Obligation which the Issuer has owned for more than three years after the date that it became a Defaulted Obligation (or, in the case of any Specified Defaulted Obligation, which the Issuer has owned for more than three years after its designation as a “Specified Defaulted Obligation”).

“Collateral Quality Test”: A test satisfied on any Measurement Date on and after the Effective Date if, in the aggregate, the Collateral Obligations owned (or in relation to a proposed purchase of a Collateral Obligation, proposed to be owned) by the Issuer satisfy each of the tests set forth below or, unless otherwise specified in the Investment Criteria, if a test is not satisfied on such date, the degree of compliance with such test is maintained or improved after giving effect to the investment, calculated in each case as required by Section 1.3 herein:

“Collection Account”: The account established pursuant to Section 10.2 which consists of the Principal Collection Subaccount and the Interest Collection Subaccount.

“Collection Period”: (i) With respect to the first Payment Date, the period commencing on the Closing Date and ending at the close of business on the tenth Business Day prior to the first Payment Date; and (ii) with respect to any other Payment Date, the period commencing on the day immediately following the prior Collection Period and ending (a) in the case of the final Collection Period preceding the latest Stated Maturity of any Class of Debt, on the day of such Stated Maturity, (b) in the case of the final Collection Period preceding an Optional Redemption (other than a Non-Payment Date Refinancing) or Tax Redemption in whole of the Debt, on the Business Day preceding the Redemption Date, provided that, in the case of this clause (b), all Sale Proceeds and Refinancing Proceeds, as applicable, received on the applicable Redemption Date shall be deemed to be received on the Business Day prior to such Redemption

Date and (c) in any other case, at the close of business on the tenth Business Day prior to such Payment Date (or, if such day is not a Business Day, the next succeeding Business Day).

“Concentration Limitations”: Limitations satisfied on any date of determination on or after the Effective Date if, in the aggregate, the Collateral Obligations owned (or in relation to a proposed purchase of a Collateral Obligation, proposed to be owned) by the Issuer comply with all of the requirements set forth below or, unless otherwise specified in the Investment Criteria, if not in compliance on such date, the relevant requirements must be maintained or improved after giving effect to the purchase, calculated in each case as required by Section 1.3 herein:

“Confidential Information”: The meaning specified in Section 14.15(b).

“Contribution”: The meaning specified in Section 14.19(a).

“Contribution Repayment Amount”: The meaning specified in Section 14.19(b).

“Contributor”: The Holder of Subordinated Notes who makes a Contribution.

“Controlling Class”: The Class A-1 Notes so long as any Class A-1 Notes are Outstanding; then the Class A-2 Notes so long as any Class A-2 Notes are Outstanding; then the Class B Notes so long as any Class B Notes are Outstanding and then the Subordinated Notes so long as any Subordinated Notes are Outstanding.

“Controlling Person”: A Person (other than a Benefit Plan Investor) who has discretionary authority or control with respect to the assets of the Issuer or any Person who provides investment advice for a fee (direct or indirect) with respect to such assets or any affiliate of any such Person. For this purpose, an “affiliate” of a Person includes any Person, directly or indirectly, through one or more intermediaries, controlling, controlled by, or under common control with the Person. “Control,” with respect to a Person other than an individual, means the power to exercise a controlling influence over the management or policies of such Person.

“Corporate Trust Office”: The principal corporate trust office of the Trustee at which this Indenture is administered, currently located at: (i) for Note transfer purposes and presentment of the Notes for final payment thereon, U.S. Bank Trust Company, National Association, 111 Fillmore Avenue East, St. Paul, Minnesota 55107-1402, Attention: Bondholder Services – EP-MN-WS2N, Reference: Jefferies Credit Partners BDC CLO II Ltd. and (ii) for all other purposes: U.S. Bank Trust Company, National Association, 190 S. LaSalle St, 8th Floor, Chicago, IL 60603, MK-IL-SL8T, Attention: Ryan Varnum, email: ryan.varnum@usbank.com; or in each case, such other address as the Trustee may designate from time to time by notice to the Holders, the Portfolio Manager and the Issuer or the principal corporate trust office of any successor Trustee.

“Cov-Lite Loan”: A Collateral Obligation the Underlying Instruments for which (i) do not contain any financial covenants or (ii) do not require the borrower thereunder to comply with any Maintenance Covenant (regardless of whether compliance with one or more Incurrence Covenants is otherwise required by such Underlying Instruments); provided, that, except for purposes of determining the S&P Recovery Rate of the applicable Collateral Obligation, a Collateral Obligation described in clause (i) or (ii) above which contains either a cross-default provision to, or is pari passu with, another loan of the underlying obligor that requires the underlying obligor to comply with a Maintenance Covenant will be deemed not to be a Cov-Lite Loan.

“Coverage Tests”: The Overcollateralization Ratio Test and the Interest Coverage Test, each as applied to each specified Class or Classes of Secured Debt.

“Credit Improved Criteria”: With respect to any Collateral Obligation, the occurrence of any of the following:

“Credit Improved Obligation”: Any Collateral Obligation which, in the Portfolio Manager’s reasonable commercial business judgment, has significantly improved in credit quality after it was acquired by the Issuer; provided that during a Restricted Trading Period, a Collateral Obligation shall qualify as a Credit Improved Obligation only if (i) the Credit Improved Criteria are satisfied with respect to such Collateral Obligation, (ii) such Collateral Obligation has been upgraded by S&P or placed on a watch list for possible upgrade by S&P since the date on which

such Collateral Obligation was purchased by the Issuer or (iii) a Majority of the Controlling Class votes to treat such Collateral Obligation as a Credit Improved Obligation.

“Credit Risk Criteria”: With respect to any Collateral Obligation, the occurrence of any of the following:

“Credit Risk Obligation”: Any Collateral Obligation that, in the Portfolio Manager’s reasonable commercial business judgment, has a significant risk of declining in credit quality or price; provided that at any time during a Restricted Trading Period, a Collateral Obligation shall qualify as a Credit Risk Obligation for purposes of sales of Collateral Obligations only if, (i) the Credit Risk Criteria are satisfied with respect to such Collateral Obligation, (ii) such Collateral Obligation has been downgraded by S&P or placed on a watch list for possible downgrade by S&P since the date on which such Collateral Obligation was purchased by the Issuer or (iii) a Majority of the Controlling Class votes to treat such Collateral Obligation as a Credit Risk Obligation.

“CRS”: The OECD Standard for Automatic Exchange of Financial Account Information – Common Reporting Standard (as amended) (including any implementing legislation, rules, regulations and guidance notes with respect to such law).

“Current Pay Obligation”: Any Collateral Obligation (other than a DIP Collateral Obligation) that would otherwise be treated as a Defaulted Obligation but as to which no payments are due and payable that are unpaid and with respect to which the Portfolio Manager has certified to the Trustee (with a copy to the Collateral Administrator) in writing that it believes, in its reasonable business judgment, that the Obligor or issuer of such Collateral Obligation (a) will continue to make scheduled payments of interest thereon and will pay the principal thereof and all other amounts due and payable thereunder by maturity or as otherwise contractually due, (b) if the Obligor or issuer is subject to a bankruptcy proceeding, it has been the subject of an order of a bankruptcy court that permits it to make the scheduled payments on such Collateral Obligation, which would include, for the avoidance of doubt, any bankruptcy court order for adequate protection payments, and all interest payments, principal payments and other amounts due and payable thereunder have been paid in Cash when due and (c) the Collateral Obligation has a Market

Value of at least 80% of its par value (Market Value being determined, solely for the purposes of this clause (c), without taking into consideration clause (iv) of the definition of the term “Market Value”).

“Current Portfolio”: At any time, the portfolio of Collateral Obligations and Eligible Investments representing Principal Proceeds (determined in accordance with Section 1.3 to the extent applicable), then held by the Issuer.

“Custodial Account”: The custodial account established pursuant to Section 10.3(b).

“Custodian”: The meaning specified in the first sentence of Section 3.3(a) with respect to items of collateral referred to therein, and each entity with which an Account is maintained, as the context may require, each of which shall be a Securities Intermediary.

“Cut-Off Date”: Each date on or after the Closing Date on which a Collateral Obligation is transferred to the Issuer.

“Debt”: The Secured Notes and the Subordinated Notes.

“Debtholder”: With respect to any Debt, the Person whose name appears on the Register as the registered holder of such Debt.

“Default”: Any Event of Default or any occurrence that is, or with notice or the lapse of time or both would become, an Event of Default.

“Default Rate Dispersion”: As of any date of determination, the number obtained by (a) summing the products for each Collateral Obligation (other than Defaulted Obligations) of (i) the absolute value of (x) the S&P Rating Factor of such Collateral Obligation minus (y) the S&P Weighted Average Rating Factor by (ii) the Principal Balance at such time of such Collateral Obligation and (b) dividing such sum by the Aggregate Principal Balance on such date of all Collateral Obligations (other than Defaulted Obligations).

“Defaulted Obligation”: Any Collateral Obligation included in the Assets as to which:

provided that (x) a Collateral Obligation will not constitute a Defaulted Obligation pursuant to clauses (b) through (e) and (i) above if such Collateral Obligation (or, in the case of a Participation Interest, the underlying Senior Secured Loan) is a Current Pay Obligation (provided that the Aggregate Principal Balance of Current Pay Obligations exceeding 7.5% of the Collateral Principal Amount will be treated as Defaulted Obligations) and (y) a Collateral Obligation will not constitute a Defaulted Obligation pursuant to any of clauses (b), (c), (d) and (e) above if such Collateral Obligation (or, in the case of a Participation Interest, the underlying Senior Secured Loan) is a DIP Collateral Obligation (other than a DIP Collateral Obligation that has an S&P rating of “SD” or “CC” or lower).

“Deferrable Security”: A Collateral Obligation (including any Permitted Deferrable Security) that by its terms permits the deferral or capitalization of payment of accrued, unpaid interest; provided that a loan that requires, by the terms of its applicable Underlying Instruments, interest to be paid in cash at a rate of (in the case of a loan that is a Fixed Rate Obligation) at least 3.00% and (in the case of a loan that is a Floating Rate Obligation) at least the Benchmark plus 2.00% per annum shall be deemed not to be a Deferrable Security.

“Deferring Security”: A Deferrable Security that is deferring the payment of the current cash pay interest due thereon and has been so deferring the payment of such interest due thereon (i) with respect to Collateral Obligations that have an S&P Rating of at least “BBB-” for the shorter of two consecutive accrual periods or one year and (ii) with respect to Collateral Obligations that have an S&P Rating of “BB+” or below for the shorter of one accrual period or six consecutive months, which deferred capitalized interest has not, as of the date of determination, been paid in Cash; provided that such Deferrable Security shall cease to be a Deferring Security at such time as it (a) ceases to defer or capitalize the payment of interest, (b) pays in Cash all accrued and unpaid interest and (c) commences payment of all current interest in Cash.

“Delayed Drawdown Collateral Obligation”: Any Collateral Obligation that (a) requires the Issuer to make one or more future advances to the borrower under the Underlying Instruments relating thereto, (b) specifies a maximum amount that can be borrowed on one or more fixed borrowing dates, and (c) does not permit the re-borrowing of any amount previously repaid by the borrower thereunder; but any such Collateral Obligation shall be a Delayed Drawdown Collateral Obligation only until all commitments by the Issuer to make advances to the borrower expire or are terminated or are reduced to zero.

“Deliver” or “Delivered” or “Delivery”: The taking of the following steps:

In addition, the Portfolio Manager on behalf of the Issuer shall obtain any and all consents required by the Underlying Instruments relating to any general intangibles for the transfer of ownership and/or pledge hereunder (except to the extent that the requirement for such consent is rendered ineffective under Section 9-406 of the UCC).

“Designated Excess Par”: The meaning specified in Section 9.2(h).

“Designated Principal Proceeds”: The amounts on deposit in the PrincipalCollection Subaccount and/or the Ramp-Up Account that have been designated by the Portfolio Manager as Interest Proceeds on or before the Determination Date relating to the first Payment Date after the Effective Date, subject to a maximum of 1.00% of the Target Portfolio Par; provided, that no amount may be so designated unless prior to and following such designation, each of (i) the Target Portfolio Par Condition, (ii) the Collateral Quality Tests and (iii) the Concentration Limitations have been satisfied.

“Determination Date”: The last day of each Collection Period.

“DIP Collateral Obligation”: A loan made to a debtor-in-possession pursuant to Section 364 of the U.S. Bankruptcy Code having the priority allowed by either Section 364(c) or 364(d) of the U.S. Bankruptcy Code and fully secured by senior liens.

“Discount Obligation”: Any Collateral Obligation that the Portfolio Manager determines is acquired by the Issuer for a purchase price (as determined without averaging the purchase price on different days) that is,

provided that such Collateral Obligation shall cease to be a Discount Obligation at such time as the Market Value (expressed as a percentage of par) of such Collateral Obligation, as determined for any period of 30 consecutive days since the acquisition by the Issuer of such Collateral Obligation, equals or exceeds 90% of the principal balance of such Collateral Obligation; provided, further, that (a) any Collateral Obligation that is purchased with proceeds from a sale of a Collateral Obligation that was not a Discount Obligation at the time of its purchase and would otherwise be a Discount Obligation shall not be considered a Discount Obligation if such Collateral Obligation: (A) is purchased or committed to be purchased within five Business Days of such sale of a Collateral Obligation, (B) is purchased at a purchase price (expressed as a percentage of the par amount of such Collateral Obligation) equal to or greater than the sale price of such Collateral Obligation, (C) is purchased at a purchase price (expressed as a percentage of the par amount of such Collateral Obligation) at least equal to 50% of its Principal Balance and (D) has an S&P Rating equal to or greater than the S&P Rating of the sold Collateral Obligation and (b) the previous clause (a) shall not apply to such Collateral Obligation if at the time of such acquisition either (A) such application of clause (a) would result in more than 7.5% of the Collateral Principal Amount consisting of Collateral Obligations to which clause (a) has been applied or (B) the Aggregate Principal Balance of all Collateral Obligations to which clause (a) has been applied since the Closing Date is more than 12.5% of the Target Portfolio Par.

“Distribution Report”: The meaning specified in Section 10.6(b).

“Divisive Merger”: A division into two or more entities pursuant to the laws of any jurisdiction.

“Dollar” or “U.S.$”: A dollar or other equivalent unit in such coin or currency of the United States of America as at the time shall be legal tender for all debts, public and private.

“Domicile” or “Domiciled”: With respect to any issuer of, or obligor with respect to, a Collateral Obligation:

“DTC:: The Depository Trust Company, its nominees and their respective successors.

"Due Date”: Each date on which any payment is due on an Asset in accordance with its terms.

“EBITDA”: Earnings before interest, taxes, depreciation and amortization (determined, for any Collateral Obligation, in the manner provided in the Underlying Instruments).

“Effective Date”: The earlier to occur of (i) September 25, 2026 and (ii) the first date on which the Portfolio Manager certifies to the Trustee and the Collateral Administrator that the Target Portfolio Par Condition has been satisfied.

“Effective Date Report”: A report prepared by the Collateral Administrator and determined as of the Effective Date, containing (A) the information required in a Monthly Report and (B) a calculation with respect to whether the Target Portfolio Par Condition is satisfied.

“Effective Date S&P Condition”: A condition that will be satisfied if (a) the S&P CDO Monitor Election Date has not occurred, (b) the Portfolio Manager (on behalf of the Issuer) certifies to S&P that, as of the Effective Date, (x) the Effective Date Specified Tested Items are satisfied and (y) all reports required to be provided in connection with the Effective Date pursuant to Section 7.18(c) hereof have been provided and (c) the Issuer causes the Collateral Administrator to make available to S&P (i) the Effective Date Report showing satisfaction of the S&P CDO Monitor Test and the Target Portfolio Par Condition and (ii) the S&P Excel Default Model Input File.

“Effective Date Specified Tested Items”: The Collateral Quality Test, the Overcollateralization Ratio Tests, the Concentration Limitations and the Target Portfolio Par Condition.

“Elevation Date”: For each Collateral Obligation in which a Closing Date Participation Interest is granted pursuant to the JCP BDC SPV Sale Agreement, the date on which the assignment of such Collateral Obligation to the Issuer has become effective and such Collateral Obligation becomes legally owned by the Issuer.

“Eligible Investment Required Ratings”: A long-term and a short-term issue credit rating of at least “A” and “A-1” by S&P (or at least “A+” by S&P if such institution has no short-term issue credit rating).

“Eligible Investments”: Either Cash or any Dollar investment that, at the time it is Delivered (directly or through an intermediary or bailee), (x) matures not later than the earlier of (A) the date that is 60 days after the date of Delivery thereof and (B) the Business Day immediately preceding the Payment Date immediately following the date of Delivery thereof unless such Eligible Investments are issued by the Trustee in its capacity as a banking institution, in which case such Eligible Investments may mature on such Payment Date, and (y) is one or more of the following obligations or securities:

provided that (1) Eligible Investments purchased with funds in the Collection Account shall be held until maturity except as otherwise specifically provided herein and shall include only such obligations or securities, other than those referred to in clause (iv) above, as mature (or are putable at par to the issuer thereof) no later than the Business Day prior to the next Payment Date (or, if such Eligible Investments are issued by the Trustee in its capacity as a banking institution, on such Payment Date); (2) none of the foregoing obligations or securities shall constitute Eligible Investments if (a) such obligation or security has an “f,” “p,” “sf” or “t” subscript assigned to its rating by S&P, (b) all, or substantially all, of the remaining amounts payable thereunder consist of interest and not principal payments, (c) at the time such obligation or security is acquired, payments thereunder are subject to withholding tax, unless the related obligor is required to make “gross-up payments” that ensure that the net amount actually received by the Issuer (after payment of all such taxes) equals the full amount that the Issuer would have received had no such taxes been imposed, (d) such obligation or security is secured by real property, (e) such obligation or security is purchased at a price greater than 100% of the principal or face amount thereof, (f) such obligation or security is subject of a tender offer, voluntary redemption, exchange offer, conversion or other similar action, (g) in the Portfolio Manager’s judgment, such obligation or security is subject to material non-credit related risks, (h) such obligation is a Structured Finance Obligation, or (i) such obligation or security is represented by a certificate of interest in a grantor trust; and (3) Asset-Backed Commercial Paper shall not be considered an Eligible Investment. Eligible Investments may include, without limitation, those investments issued by or made with the Bank or for which the Bank or the Trustee or an Affiliate of the Bank or the Trustee provides services and receives compensation. The Trustee shall not be responsible for determining if an investment is an “Eligible Investment.”

“Eligible Loan Index”: Any of the nationally recognized Loan indices specified in Schedule 1 hereto, as such schedule may be amended from time to time by the Portfolio Manager upon prior notice to S&P in respect thereto; provided that any new index included on an amended Schedule 1 shall be a nationally recognized index for the relevant type of assets. The Portfolio Manager shall provide a copy of any amendment to Schedule 1 to the Collateral Administrator.

“Enforcement Event”: The meaning specified in Section 11.1(a)(iv).

“Equity Security”: Any security or debt obligation (excluding any Specified Equity Security, Loss Mitigation Obligation or Specified Defaulted Obligation) that by its terms does not provide for periodic payments of interest at a stated coupon rate and repayment of principal at a stated maturity and any other security that is not eligible for purchase by the Issuer as a Collateral Obligation and is not an Eligible Investment.

“ERISA”: The United States Employee Retirement Income Security Act of 1974, as amended.

“EU Retention Requirements”: The risk retention requirement under Article 6 of the EU Securitization Regulation.

“EU Securitization Regulation”: Regulation (EU) 2017/2402 of the European Parliament and of the Council.

“EU Transparency and Reporting Requirements”: The transparency and reporting requirements imposed by Article 7 of the EU Securitization Regulation, together with any other guidelines and technical standards published in relation thereto by the EBA, ESMA or other relevant EU regulator, or contained in any European Commission delegated regulation as may be effective from time to time, together with any amendments to those provisions or any successor or replacement provisions included in any European Union directive or regulation.

“EU/UK Retained Interest”: The Notes held by the Retention Holder under the EU/UK Risk Retention Requirements (and any successor, assign or transferee to the extent permitted under the EU/UK Risk Retention Requirements and notified in writing to the Trustee, the Collateral Administrator and the Issuer), on an ongoing basis for as long as any Class of Notes remains outstanding, with an Aggregate Outstanding Amount equal to not less than 5% of each Class of Notes then Outstanding determined in accordance with Article 6 of the EU/UK Risk Retention Requirements as in effect on the Closing Date.

“EU/UK Risk Retention Requirements”: The EU Retention Requirements and the UK Securitization Framework, collectively.

“Euroclear”: Euroclear Bank S.A./N.V.

“Event of Default”: The meaning specified in Section 5.1.

“Excepted Property”: The meaning specified in the Granting Clauses.

“Excess Par Amount”: An amount, as of any date of determination, equal to the greater of (a) zero and (b) (i) the Collateral Principal Amount less (ii) the Reinvestment Target Par Balance.

“Excess Weighted Average Coupon”: A percentage equal as of any Measurement Date to a number obtained by multiplying (a) the excess, if any, of the Weighted Average Coupon over the Minimum Weighted Average Coupon by (b) the number obtained by dividing the Aggregate Principal Balance of all Fixed Rate Obligations by the Aggregate Principal Balance of all Floating Rate Obligations.

“Excess Weighted Average Floating Spread”: A percentage equal as of any Measurement Date to a number obtained by multiplying (a) the excess, if any, of the Weighted Average Floating Spread over the Minimum Floating Spread by (b) the number obtained by dividing the Aggregate Principal Balance of all Floating Rate Obligations by the Aggregate Principal Balance of all Fixed Rate Obligations.

“Exchange Act”: The United States Securities Exchange Act of 1934, as amended. “Exercise Notice”: The meaning specified in Section 9.9(c).

“Expense Reserve Account”: The account established pursuant to Section 10.3(d).

“Fallback Rate”: The rate determined by the Portfolio Manager that is either (x) the quarterly pay reference rate recognized or acknowledged as being the industry standard replacement rate for leveraged loans (which recognition may be in the form of a press release, a member announcement, member advice, letter, protocol, publication of standard terms or otherwise) by the LSTA or the Federal Reserve or (y) the quarterly-pay rate associated with the reference rate applicable to the largest percentage of the Floating Rate Obligations (as determined by the Portfolio Manager as of the applicable Interest Determination Date) together with the prevailing modifier in such Floating Rate Obligations necessary to cause such rate to be comparable to the Term SOFR Rate, which may include an addition to or subtraction from such unadjusted rate. For the avoidance of doubt, the Fallback Rate shall be no less than zero.

“FATCA”: Sections 1471 through 1474 of the Code, any current or future regulations or official interpretations thereof, any agreement entered into pursuant to Section 1471 of the Code, any intergovernmental agreement entered into in connection with the implementation of such Sections of the Code, or any U.S. or non-U.S. fiscal or regulatory legislation, rules, guidance notes or practices adopted pursuant to any such intergovernmental agreement.

“FCA”: The UK’s Financial Conduct Authority.

“FCA Handbook”: The handbook of rules and guidance adopted by the FCA.

“Federal Reserve Bank of New York’s Website”: The website of the Federal Reserve Bank of New York at http://www.newyorkfed.org, or any successor source.

“Federal Reserve Board”: The Board of Governors of the Federal Reserve System.

“Fee Basis Amount”: As of any date of determination, the sum of (a) the Collateral

Principal Amount (excluding Defaulted Obligations), (b) the Aggregate Principal Balance of all Defaulted Obligations, (c) the aggregate outstanding principal amount (excluding any capitalized interest) of all Loss Mitigation Obligations and (d) the aggregate amount of all Principal Financed Accrued Interest.

“Financial Asset”: The meaning specified in Section 8-102(a)(9) of the UCC.

“Financing Statements”: The meaning specified in Section 9-102(a)(39) of the UCC.

“First-Lien Last-Out Loan”: A Collateral Obligation that is a Senior SecuredLoan but that, prior to a default with respect such loan, is entitled to receive payments pari passu with other secured Loans of the same obligor, but following a default becomes fully subordinated to the other secured Loans of the same obligor and is not entitled to any payments until such other secured Loans are paid in full.

“First Look Right”: The meaning specified in Section 5.17(e). “Fixed Rate Debt”: Debt that bears interest at fixed rates.

“Fixed Rate Obligation”: Any Collateral Obligation that bears a fixed rate of interest.

“Floating Rate Debt”: Debt that bears interest at floating rates, which on the Closing Date shall consist of the Class A-1 Notes, the Class A-2 Notes and the Class B Notes.

“Floating Rate Obligation”: Any Collateral Obligation that bears a floating rate of interest.

“FSMA”: The Financial Services and Markets Act 2000 (as amended).

“GAAP”: The meaning specified in Section 6.3(j).

“Global Notes”: The Regulation S Global Notes and the Rule 144A Global Notes.

“Global Secured Note”: Any Regulation S Global Secured Note or Rule 144A Global Secured Note.

“Grant” or “Granted”: To grant, bargain, sell, convey, assign, transfer, mortgage, pledge, create and grant a security interest in and right of setoff against, deposit, set over and confirm. A Grant of the Assets, or of any other instrument, shall include all rights, powers and options (but none of the obligations) of the granting party thereunder, including, the immediate continuing right to claim for, collect, receive and receipt for principal and interest payments in respect of the Assets, and all other Monies payable thereunder, to give and receive notices and other communications, to make waivers or other agreements, to exercise all rights and options, to bring Proceedings in the name of the granting party or otherwise, and generally to do and receive anything that the granting party is or may be entitled to do or receive thereunder or with respect thereto.

“Group I Country”: The Netherlands, Australia, New Zealand and the United Kingdom.

“Group II Country”: Germany, Ireland, Sweden and Switzerland.

“Group III Country”: Austria, Belgium, Denmark, Finland, France, Iceland, Liechtenstein, Luxembourg and Norway.

“Hedge Agreement”: Any interest rate swap, floor and/or cap agreements, between the Issuer and any Hedge Counterparty, as amended from time to time, and any replacement agreement entered into in accordance with this Indenture.

“Hedge Counterparty”: Any one or more institutions entering into or guaranteeing a Hedge Agreement with the Issuer that satisfies the Required Hedge Counterparty Rating that has entered into a Hedge Agreement with the Issuer, including any permitted assignee or successor under the Hedge Agreements.

“Hedge Counterparty Collateral Account”: The account established pursuant to Section 10.3(g).

“Highest Priority Class”: Solely with respect to any Class or Classes rated by S&P as of any date of determination, the Class of Secured Debt Outstanding that ranks higher in right of payment than each other Class of Secured Debt in the Secured Debt Payment Sequence; provided that, for purposes of this definition, the most subordinate Class in the Secured Debt Payment Sequence with a rating of “AAA” by S&P shall be the Highest Priority Class for so long as such Class is Outstanding.

“Holder”: With respect to any Note, the Person whose name appears on the Register as the registered holder of such Note.

“Incentive Management Fee”: An amount which the Portfolio Manager is entitled to receive on each Payment Date pursuant to Sections 11.1(a)(i)(Q)(2), 11.1(a)(ii)(J)(2) and 11.1(a)(iv)(N)(2), as applicable, commencing on the Payment Date on which the Target Return has been achieved. Notwithstanding the foregoing, if the Portfolio Manager has resigned or has been removed as Portfolio Manager, the Incentive Management Fees that are due and payable to the former Portfolio Manager and any successor Portfolio Manager shall be based upon the former Portfolio Manager’s determination of each Portfolio Manager’s proportional participation and engagement in providing services to the Issuer in connection with the management of the Issuer’s portfolio and duties in the Portfolio Management Agreement.

“Incurrence Covenant”: A covenant by any borrower to comply with one or more financial covenants only upon the occurrence of certain actions of the borrower, including a debt issuance, dividend payment, share purchase, merger, acquisition or divestiture.

“Indenture”: This instrument as originally executed and, if from time to time supplemented or amended by one or more indentures supplemental hereto entered into pursuant to the applicable provisions hereof, as so supplemented or amended.

“Independent”: As to any Person, any other Person (including, in the case of an accountant or lawyer, a firm of accountants or lawyers, and any member thereof, or an investment bank and any member thereof) who (i) does not have and is not committed to acquire any material direct or any material indirect financial interest in such Person or in any Affiliate of such Person, and (ii) is not connected with such Person as an Officer, employee, promoter, underwriter, voting trustee, partner, director or Person performing similar functions. “Independent” when used with respect to any accountant may include an accountant who audits the books of such Person if in addition to satisfying the criteria set forth above the accountant is independent with respect to such

Person within the meaning of Rule 101 of the Code of Professional Conduct of the American Institute of Certified Public Accountants. For purposes of this definition, no manager or director of any Person shall fail to be Independent solely because such Person acts as an independent manager or independent director thereof or of any such Person’s Affiliates.

Whenever any Independent Person’s opinion or certificate is to be furnished to the Trustee, such opinion or certificate shall state that the signer has read this definition and that the signer is Independent within the meaning hereof.

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 Portfolio Manager and their respective Affiliates.

“Index Maturity”: With respect to any Class of Secured Debt, the maturity of the Benchmark used to calculate the Interest Rate for such Class as indicated in Section 2.3; provided that, with respect to the portion of the first Interest Accrual Period from the Closing Date to the Interest Determination Date, the Term SOFR Rate will be determined by interpolating linearly (and rounding to five decimal places) between the rate for the next shorter period of time for which rates are available and the rate for the next longer period of time for which rates are available.

“Industry Diversity Measure”: As of any date of determination, the number obtained by dividing (a) 1 by (b) the sum of the squares of the quotients, for each S&P Industry Classification, obtained by dividing (i) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations) issued by obligors that belong to such S&P Industry Classification by (ii) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations).

“Information”: The information required by S&P’s “Credit FAQ: Anatomy Of A Credit Estimate: What It Means And How We Do It” dated January 14, 2021 and any other available information S&P reasonably requests in order to produce a credit estimate for a particular asset.

“Information Agent”: The meaning specified in Section 7.20(b). “Information Agent’s Website”: The meaning specified in Section 7.20(a).

“Initial Rating”: With respect to the Secured Debt, the rating or ratings, if any, indicated in Section 2.3.

“Insolvency Proceeding”: Any bankruptcy, reorganization, arrangement, insolvency, winding up, moratorium or liquidation Proceedings, or other Proceedings under U.S. federal or state bankruptcy or similar laws.

“Institutional Collateral”: The meaning specified in Section 10.4.

“Instrument”: The meaning specified in Section 9-102(a)(47) of the UCC.

“Interest Accrual Period”: With respect to each Class of Secured Debt (i) with respect to the initial Payment Date (or, in the case of a Class that is subject to a Refinancing or Re-Pricing, the first Payment Date following the Refinancing or Re-Pricing, as applicable), the period from and including the Closing Date (or, in the case of a Refinancing or a Re-Pricing, the date of issuance of the replacement notes or the Re-Pricing Date, as applicable), to but excluding such Payment Date; and (ii) with respect to each succeeding Payment Date, the period from and including the immediately preceding Payment Date to but excluding the following Payment Date (or, in the case of a Class that is subject to (x) redemption on a Partial Redemption Date, Non-Payment Date Refinancing Date or Redemption Date, to but excluding such Partial Redemption Date, Non-Payment Date Refinancing Date or Redemption Date, as applicable, and (y) a Re-Pricing, to but excluding the applicable Re-Pricing Date for such Class) until the principal of such Class is paid or made available for payment. Notwithstanding the foregoing, solely with respect to any Fixed Rate Debt, the Payment Dates referenced for purposes of determining any Interest Accrual Period shall be deemed to be the 25th day of the relevant calendar month set forth in the definition of Payment Date, irrespective of whether such day is a Business Day.

“Interest Collection Subaccount”: The meaning specified in Section 10.2(a). “Interest Coverage Ratio”: For any designated Class or Classes of Secured Debt, as of any date of determination, the percentage derived from the following equation: (A – B) / C, where:

“Interest Coverage Test”: A test that is satisfied with respect to any designated Class or Classes of Secured Debt as of any date of determination on, or subsequent to, the Determination Date occurring immediately prior to the second Payment Date, if (i) the Interest Coverage Ratio for such Class or Classes on such date is at least equal to the Required Interest Coverage Ratio for such Class or Classes or (ii) such Class or Classes of Secured Debt are no longer Outstanding.

“Interest Determination Date”: With respect to (a) the first Interest Accrual Period, each Notional Determination Date and (b) each Interest Accrual Period thereafter, the second U.S. Government Securities Business Day preceding the first day of each Interest Accrual Period.

“Interest Determination End Date”: July 25, 2026.

“Interest Proceeds”: With respect to any Collection Period or Determination Date, without duplication, the sum of:

provided that (a) any amounts received in respect of any Defaulted Obligation (other than a Specified Defaulted Obligation) will constitute (x) Principal Proceeds (and not Interest Proceeds) until the aggregate of all collections in respect of such Defaulted Obligation since it became a Defaulted Obligation equals the Principal Balance of such Collateral Obligation at the time it became a Defaulted Obligation and (y) Interest Proceeds thereafter, (b) the portion of any prepayment of a Collateral Obligation that is above the par amount of such Collateral Obligation will constitute Principal Proceeds (and not Interest Proceeds) and (c) the Portfolio Manager (in its sole discretion exercised on or before the related Determination Date) may classify any and all amounts (including, for the avoidance of doubt, any Sale Proceeds or fees) received in respect of Loss Mitigation Obligations, Specified Defaulted Obligations, Equity Securities or Specified Equity Securities as Interest Proceeds or Principal Proceeds; provided, further, that with respect to this clause (c), any and all amounts (including, for the avoidance of doubt, any Sale Proceeds or fees) received in respect of any Loss Mitigation Obligation, Specified Defaulted Obligation, Equity Security or Specified Equity Security will, in each case, constitute Principal Proceeds (and not Interest Proceeds) until the sum of the aggregate of all recoveries in respect of such Loss Mitigation Obligation, Specified Defaulted Obligation, Equity Security or Specified Equity Security, plus the aggregate of all recoveries in respect of the related Defaulted Obligation or Credit Risk Obligation, as applicable, equals the sum of (A) the outstanding Principal Balance of such Collateral Obligation when it became a Defaulted Obligation or a Credit Risk Obligation and (B) the higher of (x) the aggregate amount of Principal Proceeds used to acquire such Loss Mitigation Obligation, Specified Defaulted Obligation, Equity Security or Specified Equity Security and (y) the value of such Loss Mitigation Obligation, Specified Defaulted Obligation, Equity Security or Specified Equity Security for purposes of calculating the Adjusted Collateral Principal Amount.

Notwithstanding the foregoing, in the Portfolio Manager’s sole discretion, Interest Proceeds may be classified as Principal Proceeds; provided that (i) such designation will not result in non-payment of interest on any Class of Secured Debt and (ii) such classification shall be irrevocable.

“Interest Rate”: With respect to each Class of Secured Debt, (i) unless a Re-Pricing has occurred with respect to such Class of Debt, the per annum stated interest rate payable on such Class with respect to each Interest Accrual Period specified in Section 2.3 and (ii) upon the occurrence of a Re-Pricing with respect to such Re-Priced Class (x) for Floating Rate Debt,

the applicable Re-Pricing Rate plus the Benchmark for such Interest Accrual Period and (y) for Fixed Rate Debt, the applicable fixed rate of interest for such Interest Accrual Period.

“Interest Reserve Account”: The account established pursuant to Section 10.3(e).

“Interest Reserve Amount”: U.S.$1,250,000.

“Internal Rate of Return”: For purposes of the definition of Incentive Management Fee, the rate of return on the Subordinated Notes that would result in a net present value of zero, assuming (i) the initial Aggregate Outstanding Amount of the Subordinated Notes on the Closing Date as the initial negative cash flow on the Closing Date and all payments to Holders of the Subordinated Notes on the current and each preceding Payment Date as subsequent positive cash flows (including the Redemption Date), if applicable, (ii) the initial date for the calculation as the Closing Date, (iii) the number of days to each subsequent Payment Date from the Closing Date calculated on an Actual/365 basis and (iv) such rate of return shall be calculated using the XIRR function in Excel (or any successor program).

“Investment Advisers Act”: The United States Investment Advisers Act of 1940, as amended.

“Investment Company Act”: The United States Investment Company Act of 1940, as amended from time to time.

“Investment Criteria”: The criteria specified in Section 12.2(a)(1) and Section 12.2(a)(2), collectively.

“Investment Criteria Adjusted Balance”: With respect to each Collateral Obligation, the Principal Balance of such Collateral Obligation; provided that for all purposes the Investment Criteria Adjusted Balance of any:

provided, further, that the Investment Criteria Adjusted Balance for any Collateral Obligation that satisfies more than one of the definitions of Deferring Security, Discount Obligation or is included in the CCC Excess shall be the lowest amount determined pursuant to clauses (i), (ii) and (iii).

“Investor Reports”: The ongoing quarterly investor reports required under Article 7(1)(e) of the EU Securitization Regulation and the Article 7 Technical Standards applicable thereto.

“IRS”: United States Internal Revenue Service.

“Issuer”: The Person named as such on the first page of this Indenture until a successor Person shall have become the Issuer pursuant to the applicable provisions of this Indenture, and thereafter “Issuer” shall mean such successor Person.

“Issuer Order” and “Issuer Request”: A written order or request (which may be a standing order or request) dated and signed in the name of the Applicable Issuers or by an Authorized Officer of the Issuer or the Co-Issuer, as applicable, or by the Portfolio Manager by an Authorized Officer thereof, on behalf of the Issuer. For the avoidance of doubt, an order or request provided in an email or other electronic communication acceptable to the Trustee sent by an Authorized Officer of the Issuer or Co-Issuer or by an Authorized Officer of the Portfolio Manager on behalf of the Issuer or the Co-Issuer shall constitute an Issuer Order, in each case except to the extent that the Trustee requests otherwise.

“Jefferies”: Jefferies Financial Group Inc.

“JCP BDC SPV”: JCP BDC SPV I LLC.

“JCP BDC SPV Sale Agreement”: The JCP BDC SPV Sale Agreement, dated as of the Closing Date, between JCP BDC SPV, as seller, and the Issuer, as purchaser, as amended from time to time in accordance with the terms thereof.

“Junior Class”: With respect to a particular Class of Notes, each Class of Notes that is subordinated to such Class, as indicated in Section 2.3.

“Junior Mezzanine Notes”: The meaning specified in Section 2.14(a). “Knowledgeable Employee”: The meaning set forth in Rule 3c-5 promulgated under the Investment Company Act.

“Loan”: Any obligation for the payment or repayment of borrowed money that is documented by a term loan agreement, revolving loan agreement or other similar credit agreement.

“Loan Reports”: The ongoing quarterly portfolio level disclosure required under Article 7(1)(a) of the EU Securitization Regulation and the Article 7 Technical Standards applicable thereto.

“Long-Dated Obligation”: Any Collateral Obligation that has a stated maturity later than the earliest Stated Maturity of the Debt.

“Loss Mitigation Obligation”: A Loan purchased by the Issuer in connection with the workout, restructuring or a related scheme to mitigate losses with respect to a related Defaulted Obligation or a related Credit Risk Obligation, as applicable, which Loan, in the Portfolio Manager’s judgment exercised in accordance with the Portfolio Management Agreement, is

necessary to collect an increased recovery value of the related Defaulted Obligation or the related Credit Risk Obligation, as applicable; provided, that, (a) the Portfolio Manager may designate (by written notice to the Issuer and the Collateral Administrator) any Loss Mitigation Obligation as a Specified Defaulted Obligation so long as the Specified Defaulted Obligation Condition is satisfied (and, for the avoidance of doubt, any such Specified Defaulted Obligation shall constitute a Defaulted Obligation and not a Loss Mitigation Obligation) and (b) on any Business Day as of which such Loss Mitigation Obligation or Specified Defaulted Obligation satisfies the definition of “Collateral Obligation,” the Portfolio Manager may designate (by written notice to the Issuer and the Collateral Administrator) such Loss Mitigation Obligation or Specified Defaulted Obligation, as applicable, as a “Collateral Obligation”. For the avoidance of doubt, any Loss Mitigation Obligation or Specified Defaulted Obligation designated as a “Collateral Obligation” in accordance with the terms of this definition shall constitute a Collateral Obligation (and not a Loss Mitigation Obligation or a Specified Defaulted Obligation), in each case, following such designation.

“LSTA”: The Loan Syndications and Trading Association®.

“Maintenance Covenant”: A covenant by any borrower to comply with one or more financial covenants during each reporting period, whether or not such borrower has taken any specified action.

“Majority”: With respect to any Class of Debt, the holders of more than 50% of the Aggregate Outstanding Amount of the Debt of such Class.

“Margin Stock”: “Margin Stock” as defined under Regulation U issued by the Federal Reserve Board, including any debt security which is by its terms convertible into “Margin Stock.”

“Market Value”: With respect to any Collateral Obligation or other assets, the amount (determined by the Portfolio Manager) equal to the product of the principal amount thereof and the price determined in the following manner:

“Master Loan Sale Agreement”: That certain Master Loan Sale Agreement, dated as of the Closing Date among JCP BDC SPV and the Retention Holder, as sellers, and the Issuer, as purchaser (as amended from time to time).

“Material Covenant Default”: A default by an Obligor with respect to any Collateral Obligation, and subject to any grace periods contained in the related Underlying Instruments, that gives rise to the right of the lender(s) thereunder to accelerate the principal of such Collateral Obligation.

“Maturity”: With respect to any Debt, the date on which the unpaid principal of such Debt becomes due and payable as therein or herein provided, whether at the Stated Maturity or by declaration of acceleration, call for redemption or otherwise.

“Maturity Amendment”: With respect to any Collateral Obligation, any waiver, modification, amendment or variance (other than in connection with an insolvency, bankruptcy, or distressed reorganization of the Obligor thereof) that would extend the stated maturity date of such Collateral Obligation. For the avoidance of doubt, a waiver, modification, amendment or variance that would extend the stated maturity date of the credit facility of which a Collateral Obligation is part, but would not extend the stated maturity date of the Collateral Obligation held by the Issuer, does not constitute a Maturity Amendment.

“Measurement Date”: (i) Any day on which a purchase of a Collateral Obligation occurs, (ii) any Determination Date, (iii) the date as of which the information in any Monthly Report is calculated, (iv) with five Business Days’ prior written notice, any Business Day requested by the Rating Agency then rating any Class of Outstanding Debt and (v) the Effective Date.

“Memorandum and Articles”: The Issuer’s amended and restated memorandum and articles of association, as they may be further amended, revised or restated from time to time.

“Merging Entity”: The meaning specified in Section 7.10.

“Minimum Denomination”: With respect to each Class, the minimum denominations and integral multiples specified in Section 2.3.

“Minimum Floating Spread”: The applicable percentage set forth in the definition of “S&P CDO Monitor” upon the option chosen by the Portfolio Manager.

“Minimum Floating Spread Test”: The test that is satisfied on any Measurement Date if the Weighted Average Floating Spread plus the Excess Weighted Average Coupon equals or exceeds the Minimum Floating Spread.

“Minimum Weighted Average Coupon”: (i) If any of the Collateral Obligations are Fixed Rate Obligations, 6.50% and (ii) otherwise, 0.00%.

“Minimum Weighted Average Coupon Test”: A test that is satisfied on any Measurement Date if the Weighted Average Coupon plus the Excess Weighted Average Floating Spread equals or exceeds the Minimum Weighted Average Coupon.

“Money”: The meaning specified in Section 1-201(24) of the UCC. “Monthly Report”: The meaning specified in Section 10.6(a). “Moody’s”: Moody’s Investors Service and any successor thereto.

“Net Exposure Amount”: As of the applicable Cut-Off Date, with respect to any Collateral Obligation which is a Revolving Collateral Obligation or Delayed Drawdown Collateral Obligation, the lesser of (i) the aggregate amount of the then unfunded funding obligations thereunder and (ii) the amount necessary to cause, on the applicable Cut-Off Date with respect to such Collateral Obligation, the amount of funds on deposit in the Revolver Funding Account to be at least equal to the sum of the unfunded funding obligations under all Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations then included in the Assets.

“Net Purchased Loan Balance”: As of any date of determination, an amount equal to (a) the sum of (i) the Aggregate Principal Balance of all Collateral Obligations conveyed, directly or indirectly, by the Retention Holder to the Issuer prior to such date, calculated as of the respective Cut-Off Dates of such Collateral Obligations are transferred to the Issuer, and (ii) the Aggregate Principal Balance of all Collateral Obligations acquired by the Issuer other than directly or indirectly from the Retention Holder prior to such date minus (b) the aggregate principal balance of all Collateral Obligations repurchased or substituted by the Retention Holder prior to such date.

“Non-Call Period”: The period from the Closing Date to, but excluding, April 2, 2028.

“Non-Emerging Market Obligor”: An obligor that is Domiciled in (x) any country that has a foreign currency issuer credit rating of at least “AA” by S&P or (y) without duplication, the United States.

“Non-Payment Date Refinancing”: Any Refinancing of all Classes of Secured Notes (in whole and not in part) that occurs on a Business Day that is not a Payment Date.

“Non-Payment Date Refinancing Date”: The date on which any Non-Payment Date Refinancing occurs.

“Non-Permitted ERISA Holder”: The meaning specified in Section 2.12(d). “Non-Permitted Holder”: The meaning specified in Section 2.12(b).

“Non-Sponsored Obligation” A non-sponsored Collateral Obligation as determined by the Portfolio Manager in its reasonable discretion and consistent with its past practice; provided that an obligation issued by an Obligor in respect of which all or substantially all of its equity interests are publicly listed shall not be considered to be a Non-Sponsored Obligation.

“Note Interest Amount”: With respect to any Class of Secured Notes and any Payment Date, the amount of interest for the related Interest Accrual Period, payable in respect of each U.S.$100,000 Outstanding principal amount of such Class of Secured Notes.

“Notes”: Collectively, the Secured Notes and the Subordinated Notes authorized by, and authenticated and delivered under, this Indenture (as specified in Section 2.3).

“Notice of Default”: The meaning specified in Section 5.1(d).

“Notional Accrual Period”: Each of (a) the period from, and including, the Closing Date to, but excluding, the Interest Determination End Date, and (b) thereafter, the period from, and including, the Interest Determination End Date to, but excluding, the first Payment Date.

“Notional Determination Date”: The second U.S. Government Securities Business Day preceding the first day of each Notional Accrual Period.

“NRSRO”: A nationally recognized statistical rating organization as the term is used in federal securities law.

“NRSRO Certification”: A letter, substantially in the form of Exhibit I hereto, executed by an NRSRO and addressed to the Information Agent, with a copy to the Trustee, the Issuer and the Portfolio Manager, attaching a copy of a certification satisfying the requirements of paragraph (a)(3)(iii)(B) of Rule 17g-5, upon which the Information Agent may conclusively rely for purposes of granting such NRSRO access to the Information Agent’s Website.

“Obligor”: The obligor or guarantor under a loan, as the case may be.

“Obligor Diversity Measure”: As of any date of determination, the number obtained by dividing (a) 1 by (b) the sum of the squares of the quotients, for each Obligor, obtained by dividing (i) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations) issued by such Obligor divided by (ii) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations).

“OECD”: Organisation for Economic Co-operation and Development.

“Offer”: A tender offer, voluntary redemption, exchange offer, conversion or other similar action.

“Offered Securities”: The Class A-1 Notes, the Class A-2 Notes, the Class B Notes and the Subordinated Notes.

“Offering”: The offering of any Offered Securities pursuant to the relevant Offering Circular.

“Offering Circular”: The Offering Circular relating to the offer and sale of the Offered Securities dated March 31, 2026, including any supplements thereto.

“Officer”: (a) With respect to the Issuer and any corporation, the Chairman of the Board of Directors (or, with respect to the Issuer, any director), the President, any Vice President, the Secretary, an Assistant Secretary, the Treasurer or an Assistant Treasurer of such entity and (b) with respect to the Co-Issuer and any limited liability company, any managing member or manager thereof or any person to whom the rights and powers of management thereof are delegated in accordance with the limited liability company agreement of such limited liability company.

“offshore transaction”: The meaning specified in Regulation S.

“Opinion of Counsel”: A written opinion addressed to the Trustee (and, if applicable, the Portfolio Manager and/or Issuer) and, if required by the terms hereof, each Rating Agency then rating any Class of Secured Debt, in form and substance reasonably satisfactory to the Trustee and the Portfolio Manager (if applicable) (and, if so addressed, each Rating Agency then rating any Class of Secured Debt), of an attorney admitted to practice, or a nationally or internationally recognized and reputable law firm one or more of the partners of which are admitted to practice, before the highest court of any State of the United States or the District of Columbia (or the Cayman Islands, in the case of an opinion relating to the laws of the Cayman Islands), which attorney or law firm, as the case may be, may, except as otherwise expressly provided in this Indenture, be counsel for the Issuer or the Co-Issuer, and which attorney or law firm, as the case may be, shall be reasonably satisfactory to the Trustee and the Portfolio Manager (if applicable). Whenever an Opinion of Counsel is required hereunder, such Opinion of Counsel may rely on opinions of other counsel who are so admitted and so satisfactory, which opinions of other counsel shall accompany such Opinion of Counsel and shall be addressed to the Trustee and the Portfolio Manager (if applicable) (and, if required by the terms hereof, each Rating Agency then rating any Class of Secured Debt) or shall state that the Trustee and the Portfolio Manager (if applicable) (and, if required by the terms hereof, each Rating Agency then rating any Class of Secured Debt) shall be entitled to rely thereon.

“Optional Redemption”: A redemption or prepayment, as applicable, of the Debt, in whole or in part, in accordance with Section 9.2.

“Other Plan Law”: Any state, local, other federal or non-U.S. laws or regulations that are substantially similar to the prohibited transaction provisions of Section 406 of ERISA or Section 4975 of the Code.

“Outstanding”: With respect to any Debt or the Debt of any specified Class, as of any date of determination, all of such Debt or all of the Debt of such Class, as the case may be, theretofore authenticated and delivered under this Indenture, except:

provided that in determining whether the Holders of the requisite Aggregate Outstanding Amount have given any request, demand, authorization, direction, notice, consent or waiver hereunder, (a) Debt owned by the Issuer, the Co-Issuer or (only in the case of a vote on (i) the removal of the Portfolio Manager for “cause” and (ii) the waiver of any event constituting “cause”) the Portfolio Manager, an Affiliate thereof, or an account, fund, client or portfolio established and controlled by the Portfolio Manager or an Affiliate thereof or for which the Portfolio Manager or an Affiliate thereof acts as the investment adviser or with respect to which it or an Affiliate exercises discretionary authority shall be disregarded and deemed not to be Outstanding, except that, in determining whether the Trustee shall be protected in relying upon any such request, demand, authorization, direction, notice, consent or waiver, only Debt that a Trust Officer of the Trustee actually knows to be so owned shall be so disregarded and (b) Debt so owned that have been pledged in good faith shall be regarded as Outstanding if the pledgee establishes to the reasonable satisfaction of the Trustee, the pledgee’s right so to act with respect to such Debt and that the pledgee is not one of the Persons specified above; provided, further, that any Surrendered Debt of a Class shall continue to be treated as Outstanding for purposes of calculating the Overcollateralization Ratio Tests (including, for the avoidance of doubt, after the execution of any action which may improve or maintain the Overcollateralization Ratio Tests) and the Reinvestment Target Par Balance until (i) if all of the Debt of any applicable Class constitute Surrendered Debt,

the entire Aggregate Outstanding Amount of each Priority Class with respect to the Class constituting Surrendered Debt shall have been paid in full (including payment of all unpaid interest) or (ii) if less than all of the Debt of an applicable Class constitute Surrendered Debt, (x) the entire Aggregate Outstanding Amount of each Priority Class with respect to the Class constituting Surrendered Debt shall have been paid in full and (y) the remaining Debt of such Class shall have been paid in full (including payment of all unpaid interest); provided that in the case of this clause (ii), all payments of principal to the Holders of remaining Debt of the applicable Class shall be deemed to reduce the principal amount of the Surrendered Debt on a pro rata basis (calculated as if the whole Class were Outstanding for all purposes); provided that all calculations of the Overcollateralization Ratio Tests shall be made on a pro forma basis in connection with the determinations set forth above.

“Overcollateralization Ratio”: With respect to any specified Class or Classes of Secured Debt as of any date of determination, the percentage derived from: (i) the Adjusted Collateral Principal Amount on such date divided by (ii) the Aggregate Outstanding Amount on such date of the Secured Debt of such Class or Classes and each Priority Class of Secured Debt.

“Overcollateralization Ratio Test”: A test that is satisfied with respect to any designated Class or Classes of Secured Debt as of any date of determination on which such test is applicable if (i) the Overcollateralization Ratio for such Class or Classes on such date is at least equal to the Required Overcollateralization Ratio for such Class or Classes or (ii) such Class or Classes of Secured Debt are no longer Outstanding.

“Pari Passu Class”: With respect to any Class of Debt, each other Class of Debt indicated as such in the row entitled “Pari Passu Classes” in Section 2.3 hereof.

“Partil Redemption”: Any Refinancing of fewer than all Classes of Secured Debt.

“Partil Redemption Date”: The date on which any Partial Redemption occurs.

“Partil Refinancing Interest Proceeds”: In connection with any Partial Redemption, an amount equal to the sum of (i) with respect to each such Class subject to such Partial Redemption, Interest Proceeds up to the amount of accrued and unpaid interest on such Class, but only to the extent that, in the commercially reasonable determination of the Portfolio Manager, such Interest Proceeds would be available under the Priority of Payments to pay accrued and unpaid interest on such Class on the Partial Redemption Date related to such Partial Redemption (or, if the Partial Redemption Date is not otherwise a Payment Date, only to the extent that such Interest Proceeds would be available under the Priority of Payments to pay accrued and unpaid interest on such Class on the next Payment Date, taking into account Scheduled Distributions on the Assets that are expected to be received prior to the next Determination Date) plus (ii) if the Partial Redemption Date is not otherwise a Payment Date, an amount equal to the amount the Portfolio Manager determines, in its commercially reasonable judgment, would have been available for distribution under clause (S) of Section 11.1(a)(i) for the payment of Administrative Expenses with respect to such Partial Redemption on the next subsequent Payment Date.

“Participation Interest”: An interest in a loan acquired indirectly from a Selling Institution by way of participation that, at the time of acquisition or the Issuer’s commitment to acquire the same, satisfies each of the following criteria: (i) the loan underlying such participation would constitute a Collateral Obligation were it acquired directly, (ii) the Selling Institution under the participation is a lender on the loan, (iii) the aggregate participation in the loan granted by such Selling Institution to any one or more participants does not exceed the principal amount or commitment with respect to which the Selling Institution is a lender of such loan, (iv) such participation does not grant, in the aggregate, to the participant in such participation interest a greater interest than the Selling Institution holds in the loan or commitment that is the subject of the participation interest, (v) the entire purchase price for such participation interest is paid in full (without the benefit of financing from the Selling Institution or its Affiliates) at the time of the Issuer’s acquisition (or, to the extent of a participation in the unfunded commitment under a Revolving Collateral Obligation and Delayed Drawdown Collateral Obligation, at the time of the funding of such loan), (vi) the participation interest provides the participant all of the economic benefit and risk of the whole or part of the loan or commitment that is the subject of the loan participation interest, (vii) such participation is represented by a contractual obligation of a Selling Institution that has at the time of such acquisition or the Issuer’s commitment to acquire the same, a long-term senior unsecured debt rating or a guarantor with a long-term senior unsecured debt rating of at least “A” by S&P and a short-term rating of at least “A-1” by S&P and (viii) such participation is documented under a Loan Syndications and Trading Association, Loan Market Association or similar agreement standard for loan participation transactions among institutional market participants; provided that, for the avoidance of doubt, a Participation Interest shall not include a sub-participation interest in any loan.

“Partnership Representative”: The meaning specified in Section 7.17(e).

“Partnership Tax Audit Rules”: The meaning specified in Section 7.17(n).

“Paying Agent”: Any Person authorized by the Issuer to pay the principal of orinterest on any Debt on behalf of the Issuer as specified in Section 7.2.

“Payment Account”: The payment account of the Trustee established pursuant to Section 10.3(a).

“Payment Date”: The 25th day of January, April, July and October of each year (or, if such day is not a Business Day, then the next succeeding Business Day) commencing in October 2026 and each Redemption Date (other than a Partial Redemption Date that does not otherwise fall on a Payment Date and a Non-Payment Date Refinancing Date), except that (1) the final Payment Date (subject to any earlier redemption or payment of the Debt) shall be the Stated Maturity (or, if such day is not a Business Day, the next succeeding Business Day) and (2) following the redemption or repayment in full of the Secured Debt, Holders of Subordinated Notes may receive payments on any dates designated by the Portfolio Manager (which dates may or may not be the dates stated above) with at least five Business Days’ prior written notice to the Trustee and the Collateral Administrator (which notice the Trustee shall promptly forward to the Holders of the Subordinated Notes).

“PBGC”: The United States Pension Benefit Guaranty Corporation. “Permitted AI”: The meaning specified in Section 2.2(a)(iii).

“Permitted Deferrable Security”: Any Deferrable Security the Underlying Instrument of which carries a current cash pay interest rate of (a) in the case of a Floating Rate Obligation, not less than the Benchmark or (b) in the case of a Fixed Rate Obligation, not less than the zero-coupon swap rate in a fixed/floating interest rate swap with a term equal to five years.

“Permitted Liens”: With respect to the Assets: (i) security interests, liens and other encumbrances created pursuant to the Transaction Documents, (ii) security interests, liens and other encumbrances in favor of the Trustee created pursuant to this Indenture and (iii) security interests, liens and other encumbrances, if any, which have priority over first priority perfected security interests in the Collateral Obligations or any portion thereof under the UCC or any other applicable law.

“Permitted Offer”: An Offer (i) pursuant to the terms of which the offeror offers to acquire a debt obligation (including a Collateral Obligation) in exchange for consideration consisting of (x) Cash in an amount equal to or greater than the full face amount of the debt obligation being exchanged plus any accrued and unpaid interest or (y) other debt obligations that rank pari passu with or senior to the debt obligation being exchanged which have a face amount equal to or greater than the full face amount of the debt obligation being exchanged and are eligible to be Collateral Obligations plus any accrued and unpaid interest in Cash and (ii) as to which the Portfolio Manager has determined in its reasonable commercial judgment that the offeror has sufficient access to financing to consummate the Offer.

“Permitted Super Senior Loan”: A revolving Loan that has the benefit of a security interest in the specified collateral which ranks higher than such Obligor’s other senior secured indebtedness upon the occurrence of a default or event of default by the Obligor of such Loan; provided that any such Loan may only be treated as a Permitted Super Senior Loan if it (including any undrawn and committed portion thereof) represents no greater than 20% of the sum, without duplication, of (x) the outstanding principal balance and unfunded commitments of such Loan, plus (y) the outstanding principal balance of the related Collateral Obligation, plus (z) the outstanding principal balance of any other debt for borrowed money incurred by such Obligor that is pari passu with the related Collateral Obligation, in each case, as determined by the Portfolio Manager in its commercially reasonable discretion.

“Permitted Use”: With respect to any amounts on deposit in the Permitted Use Account or the proceeds of any additional Subordinated Notes or Junior Mezzanine Notes, any of the following uses: (i) the transfer of the applicable portion of such amount to the Interest Collection Subaccount for application as Interest Proceeds, (ii) the transfer of the applicable portion of such amount to the Principal Collection Subaccount for application as Principal Proceeds, which may be used to purchase or acquire additional Assets during the Reinvestment Period; provided, that such purchases and acquisitions will be subject to the otherwise applicable Investment Criteria, (iii) subject to applicable law, the repurchase of Secured Debt in accordance with this Indenture, (iv) the transfer of the applicable portion of such amount to pay any costs or expenses associated with a Refinancing, a Re-Pricing or an additional issuance and/or incurrence of Debt, (v) to make payments in connection with the exercise of an option, warrant, right of

conversion, pre-emptive right, the right to participate in a rights offering, credit bid or similar right in connection with the workout or restructuring of a Collateral Obligation, (vi) the purchase or acquisition of Loss Mitigation Obligations or Specified Equity Securities and (vii) any other use for which amounts held by the Issuer are permitted to be used in accordance with the terms of this Indenture; provided, that any such transfer or designation pursuant to clauses (i), (ii), (iv), (v) and (vi) shall be irrevocable.

“Permitted Use Account”: The account established pursuant to Section 10.3(f).

“Person”: An individual, corporation (including a business trust), partnership, limited liability company, joint venture, association, joint stock company, statutory trust, trust (including any beneficiary thereof), unincorporated association or government or any agency or political subdivision thereof.

“Placement Agent”: J.P. Morgan Securities LLC.

“Placement Agreement”: The placement agency agreement, dated as of April 2, 2026 to be entered into among the Co-Issuers and the Placement Agent, in respect of the Debt placed by the Placement Agent, as amended from time to time.

“Plan Fiduciary”: The meaning specified in Section 2.5(j)(iv).

“Portfolio Company”: Any company that is controlled by the Portfolio Manager, an Affiliate thereof, or an account, fund, client or portfolio established and controlled by the Portfolio Manager or an Affiliate thereof unless such company has a board of directors or managers that is Independent of the board of directors or managers of the Portfolio Manager.

“Portfolio Management Agreement”: The agreement dated as of the Closing Date, between the Issuer and the Portfolio Manager under which the Portfolio Manager shall perform certain investment management and administrative functions with respect to the Assets.

“Portfolio Management Fee”: The Base Management Fee, the Subordinated Management Fee and the Incentive Management Fee.

“Portfolio Manager”: Jefferies Credit Management LLC, a Delaware limited liability company, until a successor Person shall have become the Portfolio Manager pursuant to the provisions of the Portfolio Management Agreement, and thereafter “Portfolio Manager” shall mean such successor Person.

“Portfolio Manager Standard”: The standard of care applicable to the Portfolio Manager set forth in the Portfolio Management Agreement.

“Post-Effective Date Excepted Participation Interest”: Any Closing Date Participation Interest that has not been elevated to an assignment of the underlying loan to the Issuer on or prior to the Effective Date; provided that any such Closing Date Participation Interest that has been elevated to an assignment of the underling loan to the Issuer at any time after the Effective Date shall not be considered a “Post-Effective Date Excepted Participation Interest” on or after such time.

“PRA”: The Prudential Regulation Authority of the Bank of England. “PRA Rulebook”: The rulebook of published policy of the PRA. “PRASR”: The Securitisation Part of the PRA Rulebook.

“Principal Balance”: Subject to Section 1.3, with respect to (a) any Asset other than a Revolving Collateral Obligation or Delayed Drawdown Collateral Obligation, as of any date of determination, the outstanding principal amount of such Asset (excluding any capitalized interest) and (b) any Revolving Collateral Obligation or Delayed Drawdown Collateral Obligation, as of any date of determination, the outstanding principal amount of such Revolving Collateral Obligation or Delayed Drawdown Collateral Obligation (excluding any capitalized interest), plus (except as expressly set forth in this Indenture) any undrawn commitments that have not been irrevocably reduced or withdrawn with respect to such Revolving Collateral Obligation or Delayed Drawdown Collateral Obligation; provided that for all purposes, the Principal Balance of (1) any Equity Security, Specified Equity Security, Loss Mitigation Obligation or interest only strip shall be deemed to be zero and (2) any Defaulted Obligation that is not sold or terminated within three years after the date on which such obligation becomes a Defaulted Obligation (or is designated as a Specified Defaulted Obligation) shall be deemed to be zero.

“Principal Collection Subaccount”: The meaning specified in Section 10.2(a).

“Principal Financed Accrued Interest”: With respect to (i) any Collateral Obligation owned or purchased by the Issuer on or prior to the Closing Date, an amount equal to the unpaid interest on such Collateral Obligation that accrued prior to the Closing Date that is owing to the Issuer and remains unpaid as of the Closing Date and (ii) any Collateral Obligation purchased after the Closing Date, the amount of Principal Proceeds, if any, applied towards the purchase of accrued interest on such Collateral Obligation.

“Principal Proceeds”: With respect to any Collection Period or Determination Date, all amounts received by the Issuer during the related Collection Period that do not constitute Interest Proceeds (other than any Refinancing Proceeds applied in connection with a Partial Redemption or Non-Payment Date Refinancing) and any other amounts that have been designated as Principal Proceeds pursuant to the terms of this Indenture (including, without limitation, any Contributions as Principal Proceeds at the time of Contribution). For the avoidance of doubt, Principal Proceeds shall not include any Excepted Property.

“Priority Class”: With respect to any specified Class of Debt, each Class of Debt that ranks senior to such Class, as indicated in Section 2.3.

“Priority of Payments”: The meaning specified in Section 11.1(a).

“Priority of Redemption Proceeds”: The meaning specified in Section 11.1(a)(iii).

“Priority Termination Event”: The meaning specified in the relevant Hedge Agreement, which may include, without limitation, the occurrence of (i) the Issuer’s failure to make required payments or deliveries pursuant to a Hedge Agreement with respect to which the Issuer is the sole “Defaulting Party” (as defined in the relevant Hedge Agreement), (ii) the occurrence of certain events of bankruptcy, dissolution or insolvency with respect to the Issuer with respect to which the Issuer is the sole “Defaulting Party” (as defined in the relevant Hedge Agreement), (iii) the liquidation of the Assets due to an Event of Default under this Indenture or (iv) a change in law after the Closing Date which makes it unlawful for either the Issuer or a Hedge Counterparty to perform its obligations under a Hedge Agreement.

“Proceeding”: Any suit in equity, action at law or other judicial or administrative proceeding.

“Process Agent”: The meaning specified in Section 7.2.

“Proposed Portfolio”: The portfolio of Collateral Obligations and Eligible Investments resulting from the proposed purchase, sale, maturity or other disposition of a Collateral Obligation or a proposed reinvestment in an additional Collateral Obligation, as the case may be.

“QEF”: The meaning specified in Section 7.17(b).

“QIB/QP”: Any Person that, at the time of its acquisition, purported acquisition or proposed acquisition of Notes is both (i) a Qualified Institutional Buyer and (ii) a Qualified Purchaser (or a corporation, partnership, limited liability company or other entity (other than a trust, except as otherwise agreed to by the Issuer), each shareholder, partner, member or other equity owner of which is a Qualified Purchaser).

“Qualified Broker/Dealer”: Any of Antares Capital LP; Bank of America/Merrill Lynch; The Bank of Montreal; The Bank of New York Mellon, N.A.; Bank of Tokyo; Barclays Bank plc; BNP Paribas Securities Corp.; Broadpoint Securities; Calyon; Capital One Securities, Inc.; Citizens Bank NA; Credit Agricole CIB; Citibank, N.A.; Credit Agricole S.A.; Canadian Imperial Bank of Commerce; Deutsche Bank AG; Dresdner Bank AG; General Electric Capital; Goldman Sachs & Co.; Guggenheim; HSBC Bank; Imperial Capital LLC; ING; J.P. Morgan Securities LLC; Jefferies LLC; Keybank; Lloyds TSB Bank; Macquarie Bank; Madison Capital; Merrill Lynch, Pierce, Fenner & Smith Incorporated; Mizuho; Morgan Stanley & Co.; Natixis; Nomura Securities International Inc.; Northern Trust Company; PNC Bank; Royal Bank of Canada; The Royal Bank of Scotland plc; Scotia Bank; Societe Generale; Sumitomo; Truist Bank; The Toronto-Dominion Bank; UBS AG; U.S. Bank National Association; and Wells Fargo Bank.

“Qualified Institutional Buyer”: The meaning specified in Rule 144A under the Securities Act.

“Qualified Purchaser”:The meaning specified in Section 2(a)(51) of the Investment Company Act and Rule 2a51-1, 2a51-2 or 2a51-3 under the Investment Company Act.

“Ramp-Up Account”: The account established pursuant to Section 10.3(c).

“Rating Agency”: S&P, or, with respect to Assets generally, if at any time S&P ceases to provide rating services with respect to debt obligations, any other nationally recognized investment rating agency selected by the Issuer (or the Portfolio Manager on behalf of the Issuer). If at any time S&P ceases to provide rating services with respect to debt obligations, references to rating categories of S&P in this Indenture shall be deemed instead to be references to the equivalent categories (as determined by the Portfolio Manager) of such other rating agency as of the most recent date on which such other rating agency and S&P published ratings for the type of obligation in respect of which such alternative rating agency is used. If any Rating Agency is no longer rating any Class of Secured Debt at the request of the Issuer it shall no longer be a “Rating Agency” under and for all purposes of this Indenture and the other Transaction Documents. If any other nationally recognized statistical rating organization provides a rating of one or more Classes of Secured Debt at the request of the Issuer, such organization shall also constitute a Rating Agency under this Indenture in accordance with the terms of this Indenture relating thereto. Notwithstanding anything to the contrary herein, references herein to “the Rating Agencies,” “the applicable Rating Agencies,” “each Rating Agency” and other words of similar effect shall be deemed to refer solely to S&P.

“Rating Confirmation Redemption”: The meaning specified in Section 9.7.

“Rating Confirmation Redemption Date”: The meaning specified in Section 9.7.

“Real Estate Loan” Any Loan for which the underlying collateral consists primarily of real property owned by the Obligor and is evidenced by a note or other evidence of indebtedness.

“Record Date”: With respect to the Debt, the last Business Day of the calendar month prior to the applicable Payment Date.

“Recurring Revenue Loan”: A Collateral Obligation (i) the extensions of credit under which, or a Maintenance Covenant applicable to which, is calculated on the basis of “recurring revenue” for a stated period rather than EBITDA or (ii) that, at the time of acquisition, has a negative EBITDA for the preceding 12-month period; provided that, if on any date of determination after the date of acquisition such Collateral Obligation has a positive EBITDA for two consecutive quarters, the Portfolio Manager may reclassify such Collateral Obligation so that it shall cease to be a Recurring Revenue Loan.

“Redemption Amount”: The sum of (x) the aggregate Redemption Prices of the Outstanding Secured Debt and (y) all other amounts due and payable pursuant to the Priority of Payments on the related Redemption Date prior to any distributions with respect to the Subordinated Notes.

“Redemption Date”: Any Business Day specified for an Optional Redemption of Secured Debt (including from Refinancing Proceeds) or a Tax Redemption pursuant to Section 9.3 or a Clean-Up Call Redemption pursuant to Section 9.8, including any Partial Redemption Date and Non-Payment Date Refinancing Date; provided that the Redemption Date of one or more Classes of Secured Debt may be delayed to a later redemption date at the election of the Portfolio Manager with written notice to the Trustee and the Rating Agency and such later date will be the Redemption Date for each such Class; provided, further, that (i) such later redemption date will apply to each Pari Passu Class and each more Junior Class (relative to the most senior Class with such later redemption date); (ii) written notice of such delayed Redemption Date shall be provided to the Trustee (who shall forward such notice to the Holders) and the Rating Agency at least two (2) Business Days prior to such later Redemption Date; (iii) any payments as of such delayed Redemption Date will still be made pursuant to the applicable Priority of Payments; (iv) no such delay of the scheduled Redemption Date may delay such Redemption Date past the earliest Stated Maturity of the Debt; (v) no such delay of the scheduled Redemption Date will prevent any otherwise applicable Payment Date from occurring in the interim; and (vi) for the avoidance of doubt, interest on such Class of Debt will accrue to but excluding such new Redemption Date.

“Redemption Price”: (a) For each Class of Secured Notes to be redeemed (x) 100% of the Aggregate Outstanding Amount of such Secured Debt, plus (y) accrued and unpaid interest thereon to the Redemption Date; and (b) for each Subordinated Note, its proportional share allocated in accordance with the Priority of Payments (based on the Aggregate Outstanding Amount of such Subordinated Notes) of the amount of the proceeds of the Assets remaining after giving effect to the Optional Redemption or Tax Redemption of the Secured Debt in whole or after all of the Secured Debt has been repaid in full and payment in full of (and/or creation of a reserve for) all expenses (including all Portfolio Management Fees and Administrative Expenses) of the Co-Issuers; provided that, in connection with any Tax Redemption or Optional Redemption of the Secured Debt in whole, Holders of 100% of the Aggregate Outstanding Amount of any Class of Secured Debt may elect to receive less than 100% of the Redemption Price that would otherwise be payable to the Holders of such Class of Secured Debt, in which case such reduced price shall be the “Redemption Price” for such Debt.

“Reference Time”: With respect to any determination of the Benchmark, (1) if the Benchmark is the Term SOFR Rate, 5:00 a.m. (Chicago time) on the Interest Determination Date, and (2) if the Benchmark is not the Term SOFR Rate, the time determined by the Portfolio Manager in accordance with the Benchmark Replacement Conforming Changes.

“Refinancing”: A loan or an issuance or incurrence of replacement securities, whose terms in each case shall be negotiated by the Portfolio Manager on behalf of the Issuer, from one or more financial institutions or purchasers to refinance the Debt, in whole or in part, in connection with an Optional Redemption.

“Refinancing Proceeds”: The Cash proceeds from a Refinancing.

“Regional Diversity Measure”: As of any date of determination, the number obtained by dividing (a) 1 by (b) the sum of the squares of the quotients, for each S&P region classification (see “Criteria Structured Finance CDOs: Global Methodology And Assumptions For CLOs And Corporate CDOs,” published June 21, 2019, or such other published table by S&P that the Portfolio Manager provides to the Collateral Administrator), obtained by dividing (i) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations) issued by Obligors that belong to such S&P region classification by (ii) the Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations).

“Register” and “Registrar”: The respective meanings specified in Section 2.5(a).

“Registered”: In registered form for U.S. federal income tax purposes.

“Registered Investment Adviser”: A Person duly registered as an investment adviser in accordance with and pursuant to Section 203 of the Investment Advisers Act, and any wholly owned subsidiary thereof.

“Regulation S”: Regulation S, as amended, under the Securities Act.

“Regulation S Global Notes”: The Regulation S Global Secured Notes.

“Regulation S Global Secured Note”: Any Secured Notes sold to non U.S. persons in offshore transactions in reliance on Regulation S issued in the form of one or more permanent global notes in definitive, fully registered form without interest coupons.

“Reinvestment Contribution”: The meaning specified in Section 14.19(a).

“Reinvestment Period”: The period from and including the Closing Date to and including the earliest of (i) the Payment Date in April 2030, (ii) the date of the acceleration of the Maturity of any Class of Secured Debt pursuant to Section 5.2 and (iii) the date specified by the Portfolio Manager in a notice to the Issuer, each Rating Agency, the Trustee and the Collateral Administrator certifying that it has reasonably determined it can no longer reinvest in additional Collateral Obligations in accordance with this Indenture or the Portfolio Management Agreement; provided that in the case of clause (iii), the Portfolio Manager notifies the Issuer, the Trustee (who shall notify the Holders of Debt) and the Collateral Administrator thereof in writing at least one Business Day prior to such date. Once terminated, the Reinvestment Period may (1) in the case of termination under clause (ii), be reinstated at the direction of the Portfolio Manager if (x) the acceleration has been rescinded and (y) no other events that would terminate the Reinvestment Period have occurred and are continuing and (2) in the case of termination under clause (iii), be reinstated at the direction of the Portfolio Manager (and notification of such reinstatement will be provided to the Trustee, the Collateral Administrator and the Rating Agencies) if no other events that would terminate the Reinvestment Period have occurred and are continuing.

“Reinvestment Target Par Balance”: As of any date of determination, the Target Portfolio Par minus (i) the amount of any reduction in the Aggregate Outstanding Amount of the Debt plus (ii) the aggregate Principal Proceeds that result from the issuance of such Additional Debt.

“Relevant Governmental Body”: The Federal Reserve Board and/or the Federal Reserve Bank of New York, or a committee officially endorsed or convened by the Federal Reserve Board and/or the Federal Reserve Bank of New York or any successor thereto.

“Re-Priced Class”: The meaning specified in Section 9.9(a).

“Re-Pricing”: The meaning specified in Section 9.9(a).

“Re-Pricing Date”: The meaning specified in Section 9.9(b).

“Re-Pricing Eligible Debt”: With respect to a particular Class of Secured Debt, as indicated in Section 2.3.

“Re-Pricing Intermediary”: The meaning specified in Section 9.9(a).

“Re-Pricing Rate”: The meaning specified in Section 9.9(b)(i).

“Re-Pricing Sale Price”: The meaning specified in Section 9.9(b)(iii).

“Repurchase and Substitution Limit.”: The meaning specified in Section 12.5(b).

“Required Hedge Counterparty Rating”: With respect to any Hedge Counterparty (or its guarantor under a guarantee satisfying the then-current Rating Agency criteria with respect to guarantees), the ratings required by the criteria of each Rating Agency in effect at the time of execution of the related Hedge Agreement as determined by the Portfolio Manager (except to the extent that such Rating Agency indicates in writing that any such criteria need not be satisfied with respect to such Hedge Counterparty).

“Required Interest Coverage Ratio”: For the Class A-1 Notes, the Class A-2 Notes and the Class B Notes, 120.00%.

“Required Overcollateralization Ratio”: For the Class A-1 Notes, the Class A-2 Notes and the Class B Notes, 142.09%.

“Reset Amendment”: The meaning specified in Section 8.2.

“Responsible Officer”: Any senior officer of the Portfolio Manager with responsibility for the performance of the Portfolio Manager under the Portfolio Management Agreement.

“Restricted Securities”: The Subordinated Notes.

“Restricted Trading Period”: The period during which (i) the S&P rating of any Class A-1 Notes or Class A-2 Notes is withdrawn (and not reinstated) or is one or more sub-categories below its rating on the Closing Date; (ii) the S&P rating of any Class B Notes is withdrawn (and not reinstated) or is two or more sub-categories below its rating on the Closing Date and (iii) after giving effect to any sale (and any related reinvestment) or purchase of the relevant Collateral Obligations, (x) the Aggregate Principal Balance of the Collateral Obligations (excluding the Collateral Obligation being sold but including any related reinvestment) and Eligible Investments constituting Principal Proceeds (including, without duplication, the related reinvestment or any remaining net proceeds of such sale), is less than the Reinvestment Target Par Balance or (y) one or more of the Overcollateralization Ratio Tests shall not be satisfied; provided that (1) in each case such period shall not be a Restricted Trading Period upon the direction of the Issuer with the consent of a Majority of the Controlling Class, which consent shall remain in effect until a subsequent direction by a Majority of the Controlling Class to declare the beginning of a Restricted Trading Period (for the avoidance of doubt, so long as the relevant conditions in clause (i) and clause (ii) remains in effect) and (2) such period shall not be treated as a Restricted Trading Period if the related downgrade or withdrawal is due to either a regulatory change or a change in ratings criteria; provided, further, that no Restricted Trading Period shall restrict any sale or purchase of a Collateral Obligation entered into by the Issuer at a time when a Restricted Trading Period is not in effect, regardless of whether such sale or purchase has settled.

“Restricted Transaction”: (i) The purchase of any Collateral Obligation (A) with respect to which the Portfolio Manager and/or an Affiliate acted as an underwriter, originator, structurer or placement agent or (B) from the related issuer of which the Portfolio Manager or Affiliate, as applicable, received any compensation in consideration of such actions or services described in clause (A) or (ii) the purchase or sale of any Collateral Obligation in a transaction that requires notice to the Issuer and the consent of the Issuer pursuant to Section 206(3) of the Investment Advisers Act.

“Retention Holder”: Jefferies Credit Partners BDC Inc.

“Revolver Funding Account”: The account established pursuant to Section 10.4.

“Revolving Collateral Obligation”: Any Collateral Obligation (other than a Delayed Drawdown Collateral Obligation) that is a loan (including, without limitation, revolving loans, including funded and unfunded portions of revolving credit lines, unfunded commitments under specific facilities and other similar loans and investments) that by its terms may require one or more future advances to be made to the borrower by the Issuer; provided that any such Collateral Obligation shall be a Revolving Collateral Obligation only until all commitments to make advances to the borrower expire or are terminated or irrevocably reduced to zero.

“Risk Retention Expenses”: any costs or expenses incurred by the Retention Holder in connection with (i) an Additional Retention Holder Issuance, (ii) a Refinancing the purpose of which is to comply with the U.S. Risk Retention Rules, (iii) complying with any requirement of the U.S. Risk Retention Rules which applied at the time such cost or expense was incurred by the Portfolio Manager, (iv) any borrowing by the Portfolio Manager connected with (A) any of the foregoing clause (i) through (iii) (inclusive) or (B) the Portfolio Manager (or its majority-owned affiliate) acquiring any part of the Secured Debt for the purposes of complying

with the U.S. Risk Retention Rules.

“Risk Retention Letter”: The letter entered into among the Issuer, the Retention Holder, the Trustee and the Placement Agent, dated on or about the Closing Date, as may be amended or supplemented from time to time.

“Rule 144A”: Rule 144A, as amended, under the Securities Act.

“Rule 144A Global Notes”: The Rule 144A Global Secured Notes.

“Rule 144A Global Secured Note”: Any Secured Note sold to a Person that, at the time of the acquisition, purported acquisition or proposed acquisition of any such Note, is both a QIB and a Qualified Purchaser, issued in the form of one or more permanent global notes in definitive, fully registered form without interest coupons.

“Rule 144A Information”: The meaning specified in Section 7.15.

“Rule 17g-5”: The meaning specified in Section 7.20(a).

“S&P”: S&P Global Ratings, an S&P Global business, and any successor or successors thereto.

“S&P CDO Monitor”: The computer model developed by S&P and currently available at https://platform.ratings360.spglobal.com, as may be amended by S&P from time to time. The inputs to the S&P CDO Monitor will be chosen by the Portfolio Manager (with notice to the Collateral Administrator) in accordance with this Indenture and include an S&P Weighted Average Recovery Rate Input and an S&P Weighted Average Floating Spread Input.

“S&P CDO Monitor Election Date”: The effective date for the Portfolio Manager’s election to utilize the model-based S&P CDO Monitor (notice of which will be provided to the Collateral Administrator).

“S&P CDO Monitor Test”: A test that will be satisfied on any date of determination on or after the Effective Date during the Reinvestment Period if, after giving effect to the sale of a Collateral Obligation or the purchase of a Collateral Obligation, the Class Default Differential of the Proposed Portfolio is positive. The S&P CDO Monitor Test will be considered to be improved if the Class Default Differential of the Proposed Portfolio is greater than the corresponding Class Default Differential of the Current Portfolio.

The Portfolio Manager may, in its sole discretion, at any time after the Closing Date, upon at least five Business Days’ prior written notice to S&P, the Trustee and the Collateral Administrator, elect to utilize the model-based S&P CDO Monitor in determining compliance with the S&P CDO Monitor Test. The Portfolio Manager may only elect to utilize the model-based S&P CDO Monitor once. If an S&P CDO Monitor Election Date has not occurred with respect to the Effective Date, for purposes of calculating the S&P CDO Monitor Test in connection with the Effective Date, the S&P Effective Date Adjustments will be applied.

“S&P Collateral Principal Amount”: As of any date of determination, (i) the Collateral Principal Amount (excluding Defaulted Obligations) plus (ii) the S&P Collateral Value of all Defaulted Obligations.

“S&P Collateral Value”: With respect to any Defaulted Obligation or Deferring Security, the lesser of (i) the S&P Recovery Amount of such Defaulted Obligation or Deferring Security, respectively, as of such date and (ii) the Market Value of such Defaulted Obligation or Deferring Security, respectively, as of such date.

“S&P Effective Date Adjustments”: In connection with determining whether the S&P CDO Monitor Test is satisfied in connection with the Effective Date if an S&P CDO Monitor Election Date has not occurred, the following adjustment will apply: (i) in calculating the Weighted Average Floating Spread, the Aggregate Funded Spread will be calculated without regard to the proviso in clauses (a) and (b) of the definition thereof and (ii) in calculating the Adjusted Class Break-Even Default Rate, amounts on deposit in the Principal Collection Subaccount and the Ramp-Up Account representing amounts which may be designated as Designated Principal Proceeds pursuant to Section 10.2(a) and/or Section 10.3(c), as the case may be, shall be excluded.

“S&P Excel Default Model Input File”: An electronic spreadsheet file in Microsoft Excel format to be provided to S&P by the Issuer or the Portfolio Manager on behalf of the Issuer that provides all of the inputs required to determine whether the S&P CDO Monitor Test has been satisfied and shall include, at a minimum, the following data with respect to each Collateral Obligation: CUSIP number (if any), name of Obligor, coupon, spread (if applicable), legal final maturity date, average life, principal balance, identification as a Cov-Lite Loan or otherwise, the settlement date and purchase price (including with respect to assets the Issuer has committed to purchase but have not yet settled), S&P Industry Classification, S&P Recovery Rate, LoanX ID and the Benchmark floor (if any).

“S&P Industry Classification”: The S&P Industry Classifications set forth in Schedule 3 hereto, and such industry classifications shall be updated at the option of the Portfolio Manager if S&P publishes revised industry classifications.

“S&P Ramp-Up Failure”: The meaning specified in Section 7.18(e).

“S&P Rating”: With respect to any Collateral Obligation, as of any date of determination, the rating determined in accordance with the following methodology:

provided, that for purposes of the determination of the S&P Rating, (x) if the applicable rating assigned by S&P (or Moody’s, in the case of an S&P Rating pursuant to clause (iii)(a) above) to an obligor or its obligations is on “credit watch positive” by S&P, such rating will be treated as being one sub-category above such assigned rating and (y) if the applicable rating assigned by S&P (or Moody’s, in the case of an S&P Rating pursuant to clause (iii)(a) above) to an obligor or its obligations is on “credit watch negative” by S&P, such rating will be treated as being one sub-category below such assigned rating (provided that such notched rating will not be less than “CCC-”).

“S&P Rating Condition”: Confirmation in writing (which may be in the form of a press release) from S&P that (a) the Initial Ratings assigned by S&P to the Secured Notes have been confirmed in connection with the Effective Date or (b) other than in connection with the Effective Date, a proposed action or designation will not cause the then current ratings assigned by S&P of any Class of Secured Notes to be reduced or withdrawn. If S&P (i) makes a public announcement or informs the Issuer, the Portfolio Manager or the Trustee that (x) it will not review such action for the purposes of determining whether the then current ratings of the applicable Class of Notes will be reduced or withdrawn or (y) its practice is to not give such confirmations with respect to the proposed action, or (ii) no longer constitutes a Rating Agency under this Indenture, the requirement for satisfaction of the S&P Rating Condition with respect to S&P will not apply. The S&P Rating Condition will not apply to any supplemental indenture requiring the consent of all Holders of Notes if such Holders have been advised prior to consenting to such amendment that the current ratings of the Secured Debt may be reduced or withdrawn as a result of such amendment.

“S&P Rating Factor”: For each Collateral Obligation, the number set forth to the right of the applicable S&P Rating of such Collateral Obligation:

“S&P Recovery Amount”: With respect to any Collateral Obligation, an amount equal to: (a) the applicable S&P Recovery Rate multiplied by (b) the Principal Balance of such Collateral Obligation.

“S&P Recovery Rate”: With respect to a Collateral Obligation, the recovery rate set forth in Section 1 of Schedule 6 using the Initial Rating of the Highest Priority Class at the time of determination.

“S&P Recovery Rating”: With respect to a Collateral Obligation for which an S&P Recovery Rate is being determined, the corporate recovery rating assigned by S&P to such Collateral Obligation.

“S&P Weighted Average Floating Spread Input”: (a) any spread between 3.00% and 8.00% (in increments of 0.01%) selected by the Portfolio Manager in accordance with this Indenture or (b) such other spread approved in writing by S&P.

“S&P Weighted Average Life”: As of any date of determination with respect to all Collateral Obligations other than Defaulted Obligations, the number of years following such date obtained by dividing (a) the sum of the products of (i) the number of years (rounded to the nearest one-hundredth thereof) from such date of determination to the stated maturity of each such Collateral Obligation multiplied by (ii) the Principal Balance of such Collateral Obligation by (b) the remaining Aggregate Principal Balance at such time of all Collateral Obligations (other than Defaulted Obligations).

“S&P Weighted Average Rating Factor”: he quotient equal to ‘A divided by B', where:

“S&P Weighted Average Recovery Rate Input”: (a) Any percentage between 25.00% and 65.00% (in increments of 0.05%) selected by the Portfolio Manager in accordance with this Indenture or (b) such other recovery rate approved in writing by S&P.

“Sale”: The meaning specified in Section 5.17.

“Sale Proceeds”: All proceeds (excluding accrued interest, if any) received with respect to Assets as a result of sales of such Assets in accordance with Article XII and the termination of any Hedge Agreement, in each case, net of any reasonable expenses incurred by the Portfolio Manager and net of any amounts due and payable by the Issuer to the related Hedge Counterparty in connection with such termination, the Collateral Administrator or the Trustee (other than amounts payable as Administrative Expenses) in connection with such sales. Sale Proceeds shall include Principal Financed Accrued Interest received in respect of such sale.

“Scheduled Distribution”: With respect to any Asset, for each Due Date, the scheduled payment of principal and/or interest due on such Due Date with respect to such Asset, determined in accordance with the assumptions specified in Section 1.3 hereof.

“SECN”: The securitisation sourcebook of the FCA Handbook.

“Second Lien Loan”: Any assignment of or Participation Interest in or other interest in a First-Lien Last-Out Loan or a loan that (i) is not (and that by its terms is not permitted to become) subordinate in right of payment to any other obligation of the obligor of the loan other than a Permitted Super Senior Loan or a Senior Secured Loan with respect to the liquidation of such obligor or the collateral for such loan and (ii) is secured by a valid second priority perfected security interest or lien in, to or on specified collateral securing the obligor’s obligations under the loan (subject to customary exceptions for permitted liens, including without limitation, tax liens), the value of which is adequate (in the commercially reasonable judgment of the Portfolio Manager) to repay the loan in accordance with its terms and to repay all other loans of equal or higher seniority secured by a lien or security interest in the same collateral, which security interest or lien is not subordinate to the security interest or lien securing any other debt for borrowed money other than a Senior Secured Loan on such specified collateral.

“Secured Debt”: The Secured Notes.

“Secured Debt Payment Sequence”: The application, in accordance with the Priority of Payments, of Interest Proceeds or Principal Proceeds, as applicable, in the following order:

“Secured Debtholders”: The Holders of the Secured Debt.

“Secured Notes”: The Class A-1 Notes, the Class A-2 Notes and the Class B Notes.

“Secured Obligations”: The meaning specified in the Granting Clauses.

“Secured Parties”: The meaning specified in the Granting Clauses.

“Securities Act”: The United States Securities Act of 1933, as amended.

“Securities Intermediary”: As defined in Section 8-102(a)(14) of the UCC.

“Security Entitlement”: The meaning specified in Section 8-102(a)(17) of the UCC.

“Selling Institution”: The entity obligated to make payments to the Issuer under the terms of a Participation Interest.

“Senior Secured Loan”: Any assignment of or Participation Interest in a Loan that: (a) is not (and cannot by its terms become) subordinate in right of payment to any other obligation of the obligor of the Loan (other than any Permitted Super Senior Loans, any working capital facilities and revolvers or with respect to trade claims, capitalized leases or similar obligations); (b) is secured by a valid first-priority perfected security interest or lien in, to or on specified collateral securing the obligor’s obligations under the Loan (subject to customary exceptions for permitted liens, including without limitation, tax liens) and (c) the value of the collateral securing the Loan at the time of purchase together with other attributes of the obligor (including, without limitation, its general financial condition, ability to generate cash flow available for debt service and other demands for that cash flow) is adequate (in the commercially reasonable judgment of the Portfolio Manager) to repay the Loan in accordance with its terms and to repay all other Loans of equal seniority secured by a first lien or security interest in the same collateral.

“Significant Event Report”: A report required under Article 7(1)(g) of the EU Securitization Regulation.

“Similar Law”: Any federal, state, local, non-U.S. or other law or regulation that could cause the underlying assets of the Issuer to be treated as assets of the investor in any Note (or any interest therein) by virtue of its interest and thereby subject the Issuer or the Portfolio Manager (or other persons responsible for the investment and operation of the Issuer’s assets) to Other Plan Law.

“SOFR”: With respect to any day, the secured overnight financing rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark, (or a successor administrator) on the Federal Reserve Bank of New York’s Website (or a successor location).

“Special Redemption”: The meaning specified in Section 9.6.

“Special Redemption Amount”: The meaning specified in Section 9.6.

“Special Redemption Date”: The meaning specified in Section 9.6.

“Specified Amendment”:With respect to any Collateral Obligation, any amendment, waiver or modification which would:

“Specified Defaulted Obligation”: Any Loss Mitigation Obligation designated as a “Defaulted Obligation” by the Portfolio Manager pursuant to clause (a) of the definition of “Loss Mitigation Obligation”. For the avoidance of doubt, Specified Defaulted Obligations shall constitute Defaulted Obligations (and not Loss Mitigation Obligations).

“Specified Defaulted Obligation Condition”: A condition satisfied with respect to any Loss Mitigation Obligation if, on any day of determination, (a) such Loss Mitigation Obligation satisfies all of the criteria set forth in the definition of “Collateral Obligation” (other than clauses (ii), (iv), (ix), (xviii), (xxiv), (xxv), (xxvii) and (xxviii) of the definition thereof), (b) ranks in right of payment no more junior than the related Defaulted Obligation or Credit Risk Obligation and (c) is issued by the same (or an affiliated or related) obligor as the Obligor on the related Defaulted Obligation or Credit Risk Obligation.

“Specified Equity Security”: Any security or interest (excluding any Loss Mitigation Obligation and Margin Stock) that is (a) purchased by the Issuer in connection with the workout, restructuring or a related scheme to mitigate losses with respect to a related Defaulted Obligation or a related Credit Risk Obligation, as applicable, which security or interest, in the

Portfolio Manager’s judgment exercised in accordance with the Portfolio Management Agreement, is necessary to collect an increased recovery value of the related Defaulted Obligation or the related Credit Risk Obligation, as applicable or (b) offered, or resulting from the exercise of an option, warrant, right of conversion, pre-emptive right, the right to participate in a rights offering, credit bid or similar right, received by the Issuer in connection with the workout or restructuring of a Defaulted Obligation or a Credit Risk Obligation or in connection with an Equity Security or interest received in connection with such workout or restructuring of such Defaulted Obligation or Credit Risk Obligation.

“Specified Event”: With respect to any Collateral Obligation that is the subject of a rating estimate, private rating or confidential rating by S&P at the request of the Issuer or the Portfolio Manager on the Issuer’s behalf, the occurrence of any of the following events of which the Issuer or the Portfolio Manager has knowledge: (a) the non-payment of interest or principal due and payable with respect to such Collateral Obligation; (b) the rescheduling of any interest or principal in any part of the capital structure of the related Obligor; (c) any restructuring (or proposed restructuring) of any debt of the related Obligor; (d) any significant sales or acquisitions of assets by the Obligor as reasonably determined by the Portfolio Manager; (e) the breach of any covenant of such Collateral Obligation or the reasonable determination by the Portfolio Manager that there is a greater than 50% chance that a covenant would be breached in the next six months;(f) the operating profit or cash flows of the Obligor being more than 20.0% lower than the Obligor’s expected results; (g) the reduction or increase in the Cash interest rate payable by the Obligor thereunder (excluding any increase in an interest rate arising by operation of a default or penalty interest clause under a Collateral Obligation); (h) the extension of the stated maturity date of such Collateral Obligation; or (i) the addition of payment-in-kind terms.

“Specified Unsold Obligation”: The meaning specified in Section 12.2(c).

“SR 2024”: The UK’s Securitisation Regulations 2024 (SI 2024/102), as amended from time to time.

“Standby Directed Investment”: Shall mean, initially, JPLIQINLX JP Morgan USD Treas Liquidity Fund overnight investment (which investment is, for the avoidance of doubt, an Eligible Investment); provided, that the Issuer, or the Portfolio Manager on behalf of the Issuer, may by written notice to the Trustee change the Standby Directed Investment to any other Eligible Investment of the type described in clause (y)(ii) of the definition of “Eligible Investments” maturing not later than the earlier of (i) 30 days after the date of such investment (unless putable at par to the issuer thereof) or (ii) the Business Day immediately preceding the next Payment Date unless such Eligible Investments are issued by the Trustee in its capacity as a banking institution, in which case such Eligible Investments may mature on such Payment Date.

“Stated Maturity”: With respect to the Debt of any Class, the date specified as such in Section 2.3; provided, that if at any time the Stated Maturity of any Class of Debt, but not all of the Debt, is extended, for purposes of the definitions of Collateral Obligations and Long-Dated Obligations, the Stated Maturity shall be deemed to be the shortest Stated Maturity of any Class of Debt Outstanding.