Exhibit 10.9

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EXECUTION VERSION

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Certain portions of this document have been omitted pursuant to Items 601(b)(10)(vi) of Regulation S-K and, where applicable, have been marked with “[***]” to indicate where omissions have been made. A copy of any omitted portion will be furnished supplementally to the Securities and Exchange Commission upon request; provided, however, that the registrant may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any document so furnished

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CREDIT AGREEMENT

by and among

ACC FINANCING SPV I, LLC,

as Borrower,

ANDALUSIAN CREDIT COMPANY, LLC,

as Collateral Manager

VARIOUS LENDERS,

GOLDMAN SACHS BANK USA,

as Syndication Agent

GS ASL LLC,

as Administrative Agent

GOLDMAN SACHS BANK USA,

as Calculation Agent

COMPUTERSHARE TRUST COMPANY, N.A.,

as Collateral Agent and Collateral Custodian

COMPUTERSHARE TRUST COMPANY, N.A.,

as Collateral Administrator

dated as of March 11, 2026

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TABLE OF CONTENTS

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-i-

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TABLE OF CONTENTS

(continued)

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-ii-

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TABLE OF CONTENTS

(continued)

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-iii-

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TABLE OF CONTENTS

(continued)

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-iv-

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TABLE OF CONTENTS

(continued)

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-v-

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CREDIT AGREEMENT

This CREDIT AGREEMENT, dated as of March 11, 2026 is entered into by and among:

RECITALS

Capitalized terms used in these recitals and in the preamble shall have the respective meanings given to such terms in Section 1.1 hereof.

The Borrower has requested the Lenders to make available to it a revolving credit facility hereunder in an aggregate principal amount not to exceed the Adjusted Maximum Facility Amount as in effect from time to time, the proceeds of which will be used by the Borrower to Acquire certain Collateral Obligations, to pay certain fees and expenses and for the other limited purposes set forth in Section 2.3 hereof.

The Borrower has agreed to secure all of the Obligations by granting to the Collateral Agent, for the benefit of Secured Parties, a Lien on all of its assets, all on the terms and subject to the conditions set forth herein and in the other Transaction Documents.

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The Borrower and the other Credit Parties form an affiliated group of Persons, and each Credit Party will derive substantial direct and indirect benefits from the making of the Loans to the Borrower hereunder (which benefits are hereby acknowledged by each Credit Party hereto).

Accordingly, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties hereto agree as follows:

Section 1.DEFINITIONS AND INTERPRETATION

1.1Definitions.

The following terms used herein, including in the preamble, recitals, exhibits and schedules hereto, shall have the following meanings:

“Accounts Securities Intermediary” means the person acting as Securities Intermediary under the Securities Account Control Agreement.

“Accredited Investor” means an “accredited investor” as such term is defined in Regulation D under the Securities Act.

“Accrued Interest” is defined in Section 2.5(c).

“Acquire” means to purchase, enter into, originate, receive by contribution or otherwise acquire.  The terms “Acquired,” “Acquiring” and “Acquisition” have correlative meanings.

“Additional Documentation” means, for each Collateral Obligation, all Underlying Instruments for such Collateral Obligation required to be delivered to the Collateral Custodian in accordance with the Transaction Documents that do not constitute part of the Preliminary Documentation Package for such Collateral Obligation.

“Additional Information Request” is defined in Section 3.2(a).

“Additional Reports” is defined in Section 6.6.

“Additional Value Adjustment Events” means, with respect to any Collateral Obligation, such events or circumstances (if any) as may be agreed in writing between the Borrower and the Administrative Agent as “Additional Value Adjustment Events” with respect to such Collateral Obligation at the time a Borrower Entity first Acquires such Collateral Obligation and otherwise from time to time.

“Adjusted Balance” means, for any Collateral Obligation at any time, the product of:

(a)the Collateral Obligation Notional Amount of such Collateral Obligation as of such date;

(b)the Asset Current Price of such Collateral Obligation as of such date; and

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(c)the Current FX Rate for such Collateral Obligation as of such date;

provided that:

(1)unless otherwise waived by the Administrative Agent, the Adjusted Balance of any Collateral Obligation that does not satisfy the Collateral Obligation Criteria at such time (or did not satisfy any such criteria at the time of the Acquisition of the Collateral Obligation, in the case of those evaluated as of the time of Acquisition, as set forth in the definition of Collateral Obligation Criteria) shall be zero;

(2)the Adjusted Balance of any Defaulted Obligation shall be zero;

(3)the Adjusted Balance of each Collateral Obligation for which the Unapproved Originated Collateral Obligation Condition applies shall be zero, or such other amount determined by the Administrative Agent in its sole discretion; and

(4)the Adjusted Balance of any Collateral Obligation may be changed from time to time pursuant to Section 8.5.

“Adjusted Maximum Facility Amount” means, at any time, the Maximum Facility Amount at such time minus the aggregate amount of Voluntary Commitment Reductions effected prior to such time.

“Adjusted Term SOFR” means, for any Interest Period for any Loan, (1) the rate per annum equal to the rate determined by the Administrative Agent (and notified to the Collateral Administrator) to be Term SOFR for a tenor equivalent to such Interest Period on the related Interest Rate Determination Date, as such rate is published by the Term SOFR Administrator; or (2) if the rate referenced in the preceding clause (1) is not available and a Benchmark Replacement Date with respect to Term SOFR has not occurred, then Term SOFR for use in determining Adjusted Term SOFR shall be Term SOFR for the applicable tenor as published by the Term SOFR Administrator on the first preceding Business Day for which Term SOFR for such tenor was published by the Term SOFR Administrator so long as such first preceding Business Day is not more than three (3) Business Days prior to such Interest Rate Determination Date; provided that, notwithstanding the foregoing, Adjusted Term SOFR shall at no time be less than 0.0% per annum.

“Administrative Agent” is defined in the preamble.

“Administrative Agent Fee Letter” means the Fee Letter dated on or around the Closing Date among GS ASL LLC, as Administrative Agent, and the Borrower with respect to certain fees to be paid from time to time to the Administrative Agent (as amended, restated, modified or otherwise supplemented from time to time).

“Administrative Agent Cooperation Agreement” means an executed administrative agent cooperation agreement in a form reasonably acceptable to the Administrative Agent (as amended, restated, modified or otherwise supplemented from time to time).

“Administrative Expense Cap” means, for any Payment Date, an amount as of such Payment Date in a Specified Currency having a Dollar Equivalent to $250,000; provided that

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for any Payment Date, to the extent that the full Administrative Expense Cap was not applied on any of the three immediately preceding Payment Dates, such excess amount shall be added to the Administrative Expense Cap for such Payment Date.

“Administrative Expenses” means amounts (other than any Reserved Expenses) due or accrued with respect to any Payment Date (including all fees, expenses and indemnities) and payable in the following order to:

(a)the Bank Parties and the Collateral Administrator under the Bank Party Fee Letter, this Agreement and the other Transaction Documents;

(b)the Administrative Agent under the Administrative Agent Fee Letter, this Agreement and the other Transaction Documents (including indemnities but excluding any Ancillary Amounts);

(c)the Lenders under the Fee Letters, this Agreement and the other Transaction Documents (including indemnities but excluding any Accrued Interest, Ancillary Amounts and the outstanding principal of the Loans);

(d)the Collateral Manager (other than any Collateral Management Fee or Successor Management Fees) under this Agreement, including legal fees and expenses of counsel to the Collateral Manager;

(e)the Independent Manager pursuant to the Constitutive Documents in respect of services provided to the Borrower thereunder;

(f)the agents and counsel of the Borrower Entities for fees, including retainers, and expenses (including the expenses associated with complying with tax compliance regulations); and

(g)without duplication, any Person in respect of any other reasonable fees or expenses of the Borrower Entities (including in respect of any indemnity obligations, if applicable) not prohibited under this Agreement and any reports and documents delivered pursuant to or in connection with this Agreement and the other Transaction Documents.

“Adverse Proceeding” means any action, suit, proceeding, hearing (in each case, whether administrative, judicial or otherwise), governmental investigation or arbitration (whether or not purportedly on behalf of any Credit Party) at law or in equity, or before or by any Governmental Authority, domestic or foreign (including any environmental claims), whether pending or, to the knowledge of the Borrower, threatened against or affecting any Credit Party or any property of any Credit Party.

“Affected Lender” and “Affected Loans” are defined in Section 2.13(b).

“Affiliate” or “Affiliated” means, with respect to a Person, (a) any other Person who, directly or indirectly, is in control of, or controlled by, or is under common control with, such Person or (b) any other Person who is a director, officer or employee (1) of such Person, (2) of any Subsidiary or parent company of such Person or (3) of any Person described in subclause (a)

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above.  For purposes of this definition, (a) with respect to any determination of whether an entity is an Affiliate for the purposes of the definition of “Controlled Affiliate”, “control,” when used with respect to any specified Person means the power, directly or indirectly,  (x) to vote 20.0% or more of the securities having ordinary voting power for the election of directors of any such Person or (y) to direct or cause the direction of the management and policies of such Person, whether through the ownership of such securities, by contract or otherwise and (b) with respect to any other determination of whether an entity is an Affiliate, “control,” when used with respect to any specified Person means the power, directly or indirectly,  (x) to vote more than 50.0% of the securities having ordinary voting power for the election of directors of any such Person or (y) to direct or cause the direction of the management and policies of such Person, whether through the ownership of such securities, by contract or otherwise; provided that a Person shall not be deemed to be an “Affiliate” of an Obligor solely as a result of the direct or indirect ownership of, or control by, a common financial sponsor.  With respect to the Borrower, this definition shall exclude the Independent Manager, its Affiliates and any other special purpose vehicle to which the Independent Manager is or will be providing administrative services, as a result solely of the Independent Manager acting in such capacity or capacities.

“Agent” means each of (a) the Administrative Agent, (b) the Syndication Agent, (c), the Calculation Agent, (d) the Collateral Agent, (e) the Collateral Custodian, (f) the Collateral Administrator, (g) the Accounts Securities Intermediary, (h) the other Bank Parties and (i) any other Person appointed under and in accordance with the Transaction Documents to serve in an agent or similar capacity (including, in each of the foregoing cases (a) through (i), any of their respective receivers or delegates permitted under the Transaction Documents).  For the purposes hereof and the other Transaction Documents, the Collateral Manager shall not constitute an “Agent”.

“Agent Affiliates” is defined in Section 11.1(b)(3).

“Agent Fee Letters” means the Bank Party Fee Letter and the Administrative Agent Fee Letter.

“Agent Fees” is defined in Section 2.7(a).

“Aggregate Amounts Due” is defined in Section 2.12.

“Aggregate Principal Amount” means, when used with respect to any or all of the Collateral Obligations, Eligible Investments or Cash, the aggregate of the Principal Balances of such Collateral Obligations, Eligible Investments or Cash on the date of determination.

“Agreement” means this Credit Agreement.

“Amendment” is defined in Section 8.5.

“Amortization Period” means the period commencing on the last day of the Reinvestment Period and ending on the earlier of the Maturity Date and the date as of which the Commitments have been terminated and all Obligations have been paid in full.

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“Ancillary Amounts” means all Make-Whole Amounts and all other amounts payable under Section 2.7 hereunder.

“Anti-Corruption Laws” means (a) the U.S. Foreign Corrupt Practices Act of 1977, as amended; (b) the U.K. Bribery Act 2010, as amended; and (c) any other anti-bribery or anti-corruption laws, regulations or ordinances in any jurisdiction in which a Borrower Entity or any of its respective Subsidiaries is located or doing business.

“Anti-Money Laundering Laws” means Applicable Laws in any jurisdiction in which a Borrower Entity or any of its Subsidiaries is located or doing business that relates to money laundering or terrorism financing, any predicate crime to money laundering, or any financial record keeping and reporting requirements related thereto.

“Applicable Integral Multiple” means, for each borrowing and Voluntary Prepayment, $1.00.

“Applicable Law” means, for any Person or property of such Person, all existing and future laws, rules, regulations (including proposed, temporary and final income tax regulations and FATCA), statutes, treaties, codes, ordinances, permits, certificates, orders and licenses of and interpretations by any Governmental Authority which are applicable to such Person or property (including, without limitation, predatory lending laws, usury laws, the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Federal Truth in Lending Act, and Regulation Z and Regulation B of the Board of Governors of the Federal Reserve System), and applicable judgments, decrees, injunctions, writs, awards or orders of any court, arbitrator or other administrative, judicial, or quasi-judicial tribunal or agency of competent jurisdiction.

“Applicable Minimum Amount” means, for each borrowing and Voluntary Prepayment, $500,000.

“Approved Broker Dealer” has the meaning set forth in the Margining Agreement.

“Approved Electronic Communications” means any notice, demand, communication, information, document or other material that is distributed by means of electronic communications pursuant to Section 11.1(b).

“Approved Fund” means any Fund that is administered or managed by (a) a Lender, (b) an Affiliate of a Lender or (c) an entity or an Affiliate of an entity that administers or manages a Lender.

“Approved Valuation Firm” has the meaning set forth in the Margining Agreement.

“Asset Based Loan” means a Loan Obligation underwritten on the basis of the market value or overcollateralization of specific collateral, as determined by the Calculation Agent in its discretion.

“Asset Current Price” means, on any date of determination (the “Relevant Valuation Date”), the lesser of (I) 100% or (II) (x) in respect of a Collateral Obligation (other than

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a Syndicated Collateral Obligation), for which no Value Adjustment Event has occurred the Assigned Price thereof, (y) in respect of a Collateral Obligation (other than a Syndicated Collateral Obligation) for which a Value Adjustment Event has occurred at any time on or prior to such Relevant Valuation Date, the market value of that Collateral Obligation (expressed as percentage of par of the related Collateral Obligation Notional Amount but excluding any accrued interest), as determined by the Calculation Agent in its sole discretion subject to a Dispute as set forth in the Margining Agreement, or (z) in respect of any Syndicated Collateral Obligation, the most recently quoted bid side market value of such Collateral Obligation quoted by Loan Pricing Corporation, Mark-it Partners or Interactive Data Corporation or another nationally recognized broker-dealer or nationally recognized quotation service approved by the Calculation Agent (expressed as a percentage of par of the related Collateral Obligation Notional Amount but excluding any accrued interest), as determined by the Calculation Agent; provided that, in each case, at any time, unless otherwise agreed by the Administrative Agent in its sole discretion, if such Collateral Obligation is an Unsettled Sale Asset on such date, then the “Asset Current Price” for such Collateral Obligation shall be the Expected Settlement Price (expressed as a percentage of par of the related Collateral Obligation Notional Amount but excluding any accrued interest) thereof at such time.

“Assignable Loan” means a Loan Obligation that is capable of being assigned or novated to, at a minimum, commercial banks or financial institutions (irrespective of their jurisdiction of organization) that are not then a lender or a member of the relevant lending syndicate, without the consent of the borrower or the guarantor, if any, of such Loan Obligation or any agent.

“Assigned Interest” is defined in Exhibit C.

“Assigned Price” means, in respect of a Collateral Obligation (other than a Syndicated Collateral Obligation) on the date of the Commitment to Acquire such Collateral Obligation, the lesser of (I) 100%, (II) as determined by the Calculation Agent (and expressed as a percentage of par of the related Collateral Obligation Notional Amount but excluding any accrued interest) as the lesser of (x) the aggregate principal amount advanced by the Borrower Entities in such origination and reflected as its cost on the books and records of the Borrower Entities and (y) the par amount of such Collateral Obligation net of original issue discount thereon (determined taking into account all fees, deductions and other offsets received by the Borrower Entities, and all other property received by the Borrower Entities, in connection with such Collateral Obligation); provided that, notwithstanding the foregoing, if such Collateral Obligation (other than any Collateral Obligation (i) that is a Syndicated Collateral Obligation, (ii) with respect to which the related Obligor has an EBITDA for the prior twelve (12) calendar months of less than $10,000,000 and (iii) with respect to which the related Obligor has a Total Net Leverage Ratio (calculated through the respective tranche as applicable) as of the relevant Financial Ratio Test Period most recently ended prior to the time of its Acquisition greater than or equal to 6.0x) is originated with less than or equal to 300 basis points of original issue discount, such Collateral Obligation shall have an Assigned Price equal to the par amount thereof.

If a Borrower Entity has Committed to Acquire portions of a Collateral Obligation on more than one date and/or portions of a Collateral Obligation have been added to the Collateral Portfolio on more than one date (including through follow-on investments), then each portion of

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such Collateral Obligation shall be treated as a separate Collateral Obligation for purposes of determining the Assigned Prices therefor.

“Assignee” is defined in Exhibit C.

“Assignment” is defined in Exhibit C.

“Assignment Agreement” means:

(a)with respect to the Loans and the Commitments, an Assignment and Assumption Agreement substantially in the form of Exhibit C, with such amendments or modifications as may be approved by the Administrative Agent and the Borrower; and

(b)with respect to any Collateral Obligation, an assignment and assumption agreement in the form required, pursuant to the related Underlying Instruments, for the transfer by the applicable Borrower Entity of all or a portion of the legal and beneficial interest in such Collateral Obligation.  If no form of assignment and assumption agreement is required, pursuant to the related Underlying Instruments, for the transfer of all or a portion of the for the transfer by such Borrower Entity of all or a portion of the legal and beneficial interest in such Collateral Obligation, then the “Assignment Agreement” for such Collateral Obligation shall be a reference to the form of assignment and assumption agreement, and any related documents, that are customary in the relevant market for the transfer of the legal and beneficial interest in such Collateral Obligation.

“Assignment Effective Date” is defined in Section 11.6(b).

“Assignor” is defined in Exhibit C.

“Authorized Officer” means:

(a)With respect to each Borrower Entity, any Officer of such Person or any other Person who is authorized to act for such Person in matters relating to, and binding upon, such Person (which, in the case of the Collateral Manager, shall be an Authorized Officer of the Collateral Manager).

(b)With respect to the Collateral Manager, any officer, employee or agent of the Collateral Manager who is authorized to act for the Collateral Manager in matters relating to, and binding upon, the Collateral Manager with respect to the subject matter of the request, certificate or order in question.

(c)With respect to the Collateral Administrator or the Collateral Custodian, any officer, employee 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.

(d)With respect to the Collateral Custodian, any officer, employee or agent of such Person who is authorized to act for such Person in matters relating to, and binding upon, such Person respect to the subject matter of the request, certificate or order in question.

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(e)With respect to the Collateral Agent or any other bank or trust company acting as trustee of an express trust or as custodian, a Trust Officer.

(f)With respect to the Administrative Agent, any officer thereof who has responsibility with respect to the administration of this Agreement.

Each party may receive and accept a certification (which shall include contact information and email addresses) 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.

“Availability Period” means the period from and including the Closing Date to but excluding the earlier of (a) the last day of the Reinvestment Period, and (b) the date of the termination of the Commitments in full pursuant to Section 2.8(b) or Section 9.

“Bail-In Action” means the exercise of any Write-down and Conversion Powers.

“Bail-In Legislation” means, (a) in relation to an EEA Member Country which has implemented, or which at any time implements, Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms, the relevant implementing law or regulation as described in the EU Bail-In Legislation Schedule from time to time and (b) in relation to any other state, any analogous law or regulation from time to time which requires contractual recognition of any Write-down and Conversion Powers contained in that law or regulation.

“Balance” means on any date, with respect to Cash or Eligible Investments in any account, the aggregate of (1) the current balance of Cash, demand deposits, time deposits, certificates of deposit and federal funds; (2) the principal amount of interest-bearing corporate and government securities, money market accounts and repurchase obligations; and (3) the purchase price or the accreted value, as applicable, (but not greater than the face amount) of non-interest-bearing government and corporate securities and commercial paper.

“Bank” means Computershare Trust Company, N.A., in its individual capacity and not as Agent, and any successor thereto.

“Bank Parties” means (1) Computershare Trust Company, N.A., in its capacities as Collateral Agent, Collateral Custodian and Accounts Securities Intermediary, and in its other capacities hereunder and under the other Transaction Documents and (2) Computershare Trust Company, N.A., in its capacity as Collateral Administrator, and in its other capacities hereunder and under the other Transaction Documents.

“Bank Party Fee Letter” means the fee letter(s) dated on or around the Closing Date among the Bank Parties and the Borrower with respect to certain fees to be paid from time to time to the Bank Parties and its Affiliates in connection with the transactions contemplated by the Transaction Documents.

“Bankruptcy Code” means Title 11 of the United States Code entitled “Bankruptcy”.

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“Bankruptcy Event” means, with respect to a specified Person, (a) the filing of a decree or order for relief by a court having jurisdiction in the premises in respect of such Person or any substantial part of its property in an involuntary case under the Bankruptcy Code or any other applicable insolvency law now or hereafter in effect, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official for such Person or for any substantial part of its property, or ordering the winding-up or liquidation of such Person’s affairs, and such decree or order shall remain unstayed and in effect for a period of sixty (60) consecutive days; provided that, if (i) such Person fails to contest such case, (ii) such Person files an answer or other responding materials admitting the material allegations of such case or (iii) any of the other events described in this clause (a) arise with respect to such Person, such grace period will cease to apply; or (b) the commencement by such Person of a voluntary case under the Bankruptcy Code or any other applicable insolvency law now or hereafter in effect, or the consent by such Person to the entry of an order for relief in an involuntary case under any such law, or the consent by such Person to the appointment of or taking possession by a receiver, an administrator, liquidator, assignee, custodian, trustee, sequestrator or similar official for such Person or for any substantial part of its property, or the making by such Person of any general assignment for the benefit of creditors, or the failure by such Person generally to pay its debts as such debts become due, or the taking of action by such Person in furtherance of any of the foregoing.

“Base Accrued Interest” is defined in Section 2.5(a).

“Base Rate” means, for any day, a rate per annum equal to the greatest of (i) the Prime Rate in effect on such day, (ii) the Federal Funds Effective Rate in effect on such day plus ½ of 1% and (iii) the sum of (a) the Benchmark (after giving effect to any “floor”) that would be payable for a Loan with a one-month interest period plus (b) 1.0%.  Any change in the Base Rate due to a change in the Prime Rate or the Federal Funds Effective Rate shall be effective on the effective day of such change in the Prime Rate or the Federal Funds Effective Rate, respectively.  The Agents or Lenders may make commercial loans or other loans at rates of interest at, above or below the Base Rate or any rate referred to in the definition thereof.

“Basel III” means, collectively, those certain agreements on capital and liquidity standards contained in “Basel III:  A Global Regulatory Framework for More Resilient Banks and Banking Systems”, “Basel III:  International Framework for Liquidity Risk Measurement, Standards and Monitoring”, and “Guidance for National Authorities Operating the Countercyclical Capital Buffer”, each as published by the Basel Committee on Banking Supervision in December 2010 (as revised from time to time), and “Basel III:  The Liquidity Coverage Ratio and Liquidity Risk Monitoring Tools”, as published by the Basel Committee on Banking Supervision in January 2013 (as revised from time to time), and, in each case, as implemented by such Lender’s primary U.S. bank regulatory authority.

“Benchmark” means, initially, for any Loans, Adjusted Term SOFR; provided that if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to the then-current Benchmark, then “Benchmark” means the applicable Benchmark Replacement to the extent that such Benchmark Replacement has become effective pursuant to Section 2.20.

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“Benchmark Replacement” means, with respect to any applicable Benchmark, the sum of (a) an alternate benchmark rate that has been selected by the Administrative Agent and the Borrower giving due consideration to (1) any selection or recommendation of a replacement rate or the mechanism for determining such a rate by the Relevant Governmental Body or (2) any evolving or then-prevailing market convention for determining a rate of interest as a replacement to such Benchmark for syndicated credit facilities denominated in USD and (b) the related Benchmark Replacement Adjustment; provided that, if such Benchmark Replacement as so determined would be less than 0%, such Benchmark Replacement will be deemed to be 0% for the purposes of this Agreement and the other Transaction Documents.

“Benchmark Replacement Adjustment” means, with respect to any replacement of any then-current Benchmark with an Unadjusted Benchmark Replacement for each applicable Interest Period, the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected by the Administrative Agent and the Borrower giving due consideration to (1) any selection or recommendation of a spread adjustment, or method for calculating or determining such spread adjustment, for the replacement of a Benchmark with the applicable Unadjusted Benchmark Replacement by the Relevant Governmental Body or (2) any evolving or then-prevailing market convention for determining a spread adjustment, or method for calculating or determining such spread adjustment, for the replacement of the Benchmark with the applicable Unadjusted Benchmark Replacement for syndicated credit facilities denominated in USD at such time.

“Benchmark Replacement Conforming Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “Benchmark”, “Base Rate”, the definition of “Business Day”, the definition of “Payment Date”, the definition of “Interest Period”, timing and frequency of determining rates and timing of making payments of interest, timing of borrowing requests or prepayment, conversion or continuation notices, length of lookback periods, the applicable of breakage provisions, and other technical, administrative or operational matters) that the Administrative Agent decides, in consultation with the Borrower, may be appropriate to reflect the adoption and implementation of such Benchmark Replacement and to permit the administration thereof by the Administrative Agent in a manner substantially consistent with market practice (or, if the Administrative Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Administrative Agent determines that no market practice for the administration of the Benchmark Replacement exists, in such other manner of administration as the Administrative Agent decides is reasonably necessary in connection with the administration of this Agreement and the other Transaction Documents).

“Benchmark Replacement Date” means the earliest to occur of the following events with respect to the then-current Benchmark:

(1)in the case of clause (1) or (2) of the definition of “Benchmark Transition Event,” the later of (a) the date of the public statement or publication of information referenced therein and (b) the date on which the administrator of such Benchmark (or the published component used in the calculation thereof) permanently or indefinitely ceases to provide any Requisite Tenor of such Benchmark (or such component thereof);

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(2)in the case of clause (3) of the definition of “Benchmark Transition Event,” the date of the public statement or publication of information referenced therein; or

(3)in the case of clause (4) of the definition of “Benchmark Transition Event,” the date of the determination by the Administrative Agent referenced therein.

For the avoidance of doubt, (i) 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 and (ii) the “Benchmark Replacement Date” will be deemed to have occurred in the case of clause (1) or (2) with respect to any Benchmark upon the occurrence of the applicable event or events set forth therein with respect to the then-current Requisite Tenors of such Benchmark (or the published component used in the calculation thereof).

“Benchmark Transition Event” means the occurrence of one or more of the following events with respect to the then-current Benchmark:

(1)a public statement or publication of information by or on behalf of the administrator of such Benchmark (or the published component used in the calculation thereof) announcing that such administrator has ceased or will cease to provide such Benchmark (or such component thereof), permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide any Requisite Tenor of such Benchmark (or such component thereof);

(2)a public statement or publication of information by the regulatory supervisor for the administrator of such Benchmark (or the published component used in the calculation thereof), the Federal Reserve Board, the Federal Reserve Bank of New York, an insolvency official with jurisdiction over the administrator for such Benchmark (or such component), a resolution authority with jurisdiction over the administrator for such Benchmark (or such component) or a court or an entity with similar insolvency or resolution authority over the administrator for such Benchmark (or such component), which states that the administrator of such Benchmark (or such component) has ceased or will cease to provide any Requisite Tenor of such Benchmark (or such component thereof) permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide any Requisite Tenor of such Benchmark (or such component thereof);

(3)a public statement or publication of information by the regulatory supervisor for the administrator of such Benchmark (or the published component used in the calculation thereof) announcing that the Requisite Tenor of such Benchmark (or such component thereof) are no longer representative; or

(4)the Administrative Agent determines, in consultation with the Borrower, that reporting of Term SOFR for all Requisite Tenors has ceased or will cease, or is or as of a specified future date will be, no longer representative.

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For the avoidance of doubt, a “Benchmark Transition Event” will be deemed to have occurred with respect to any Benchmark if a public statement or publication of information set forth above has occurred with respect to each then-current Requisite Tenor of such Benchmark (or the published component used in the calculation thereof).

“Benchmark Transition Start Date” means the earlier of (1) the applicable Benchmark Replacement Date and (2) if such Benchmark Transition Event is a public statement or publication of information of a prospective event, the 90th day prior to the expected date of such event as of such public statement or publication of information (or if the expected date of such prospective event is fewer than 90 days after such statement or publication, the date of such statement or publication).

“Benchmark Unavailability Period” means, if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to a Benchmark and solely to the extent that such Benchmark has not been replaced with a Benchmark Replacement, the period (a) beginning at the time that such Benchmark Replacement Date has occurred if, at such time, no Benchmark Replacement has replaced such Benchmark for all purposes hereunder in accordance with Section 2.20 and (b) ending at the time that a Benchmark Replacement has replaced such Benchmark for all purposes hereunder pursuant to Section 2.20.

“Beneficiaries” is defined in Section 2.19.

“BHC Act Affiliate” has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. § 1841(k).

“Bid Disqualification Condition” means, with respect to any bid submitted by any third party on any date, in the Calculation Agent’s commercially reasonable judgment:

(a)either (x) such third party is ineligible to accept assignment or transfer of the relevant Collateral Obligation or any portion thereof, as applicable, substantially in accordance with the then-current market practice in the principal market for such relevant Collateral Obligation, as reasonably determined by the Calculation Agent, or (y) such third party would not, through the exercise of its commercially reasonable efforts, be able to obtain any consent required under any agreement or instrument governing or otherwise relating to such Collateral Obligation to the assignment or transfer of such Collateral Obligation or such portion thereof, as applicable, to it; or

(b)such bid is not bona fide, including due to (x) the insolvency of the bidder, (y) the inability, failure or refusal of the bidder to settle the purchase of such Collateral Obligation or any portion thereof, as applicable, or otherwise settle transactions in the relevant market or perform its obligations generally or (z) such bid not accurately reflecting the transfer of the credit risk of such Collateral Obligation through its maturity.

“Board of Governors” means the Board of Governors of the United States Federal Reserve System.

“Bond” means any debt security or other obligation that is not a loan.

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“Borrower” is defined in the preamble.

“Borrower Compliance Certificate” means, with respect to the last date of each fiscal quarter (the “Borrower Compliance Certificate Calculation Date”), an Officer’s Certificate of the Borrower in the form of Exhibit F:

(a)certifying that with respect to each Collateral Obligation, except as identified in such certificate, as at such Borrower Compliance Certificate Calculation Date and the date of such certificate no Value Adjustment Events have occurred with respect to such Collateral Obligation; and

(b)setting forth, for each Collateral Obligation as to which any one or more Value Adjustment Events have occurred, a description of each such Value Adjustment Event and the steps that the Borrower and the Collateral Manager have taken and expect to take with respect thereto, all in form and detail satisfactory to the Administrative Agent.

“Borrower Entity” means each of the Borrower and each Permitted Additional Subsidiary (if any).

“Borrower Order” and “Borrower Request” mean a written order or request (which may be a standing order) dated and signed in the name of the Borrower by an Authorized Officer of the Borrower or by an Authorized Officer of the Collateral Manager, as the context may require or permit.  An order or request provided in an email or other electronic communication by an Authorized Officer of the Borrower or by an Authorized Officer of the Collateral Manager shall constitute a Borrower Order, except in each case to the extent the Collateral Agent requests otherwise in writing.

“Borrowing Base Amount” and “Borrowing Base Deficiency” have the meanings set forth in the Margining Agreement.

“Breakage Event” is defined in Section 2.13(c).

“Business Day” means any day, except Saturday, Sunday and any day which shall be in New York, New York or the city in which the Corporate Trust Office is located a legal holiday or a day on which banking institutions are authorized or required by law or other government action to close, and that is also a U.S. Government Securities Business Day.

“Calculation Agent” means Goldman Sachs in its capacity as “Calculation Agent” under this Agreement and the other Transaction Documents.  Unless otherwise expressly stated herein, all determinations by the Calculation Agent hereunder shall be made in its sole and absolute discretion.

“Cash” means (a) such coin or currency of the United States of America as at the time shall be legal tender for payment of all public and private debts and (b) funds denominated in any other Specified Currency.

“Cause Event” means any of the following events:

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(a)(1) the conviction (or plea of no contest) for a felony of the Collateral Manager, (2) the conviction (or plea of no contest) for a felony of an officer or a member of the board of directors (or other analogous body) of the Collateral Manager, if the employment or other affiliation of such Person so convicted is not terminated by the Collateral Manager within 30 days of such conviction and the Requisite Lenders vote thereafter to invoke this termination provision, or (3) the Collateral Manager or an officer or a member of the board of directors of the Collateral Manager has engaged in gross negligence or willful misconduct with respect to the Borrower that has resulted in a material adverse effect on the Borrower or the Collateral Obligations, or has committed a knowing material violation of securities, each as determined by a final decision of a court or binding arbitration decision unless, in the case of such natural persons, their employment or other affiliation with the Collateral Manager is terminated or suspended within 30 days after discovery by the Collateral Manager;

(b)any failure on the part of the Collateral Manager to duly observe or perform (in accordance with the Collateral Management Standard) the covenants or agreements of the Collateral Manager set forth in any Transaction Document to which the Collateral Manager is a party which failure continues unremedied (if such failure can be remedied) for a period of thirty (30) days after the earlier to occur of (i) the date on which written notice of such failure shall have been delivered to the Collateral Manager by any Lender or the Borrower, and (ii) the date on which an Authorized Officer of the Collateral Manager acquires knowledge thereof;

(c)a Bankruptcy Event shall occur with respect to the Collateral Manager;

(d)any representation, warranty or certification made by the Collateral Manager in any Transaction Document or in any certificate delivered pursuant to any Transaction Document shall prove to have been incorrect in any material respect (or, if qualified by “material” or “Material Adverse Effect” or any similar term, any respect) when made which continues to be unremedied for a period of thirty (30) days after the earlier to occur of (i) the date on which written notice of such inaccuracy shall have been given to the Collateral Manager by any Lender or the Borrower and (ii) the date on which an Authorized Officer of the Collateral Manager acquires knowledge thereof;

(e)the occurrence of an Event of Default caused by, or under the control of, the Collateral Manager; or

(f)the Equity Holder shall fail to maintain its status as a “business development company” under the 1940 Act.

“Change in Law” means the occurrence, after the Closing Date, of any of the following:  (a) the adoption or taking effect of any law, rule, regulation or treaty, (b) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any Governmental Authority or (c) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any Governmental Authority; provided that, notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking

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Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law”, regardless of the date enacted, adopted or issued.

“Clean-Up Call Event” means an event that will be deemed to occur (at any time during the Amortization Period) unless otherwise notified in writing by the Administrative Agent and the Requisite Lenders to the Borrower, each in their respective sole discretion, after the number of unique Obligors (including all Affiliates) in the Collateral Portfolio is below five (5).

“Clean-Up Call Prepayment” is defined in Section 2.9(b).

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

“Closing Date” means the date of this Agreement.

“Code” means the United States Internal Revenue Code of 1986, as amended.

“Collateral” means, collectively, all of the real, personal and mixed property (including Equity Interests) in which Liens are purported to be granted to the Collateral Agent pursuant to the Transaction Documents as security for the Obligations.

“Collateral Account” means the segregated account or accounts maintained pursuant to Section 6.3(e), and any accounts or sub-accounts thereof deemed appropriate or necessary by the Collateral Agent or Accounts Securities Intermediary for convenience in administering such accounts including such sub-accounts as necessary to hold any Eligible Currency.

“Collateral Administration Agreement” means a collateral administration agreement dated on or around the Closing Date among the Borrower Entities, the Collateral Manager and the Collateral Administrator.

“Collateral Administrator” means Computershare Trust Company, N.A., solely in its capacity as Collateral Administrator under the Collateral Administration Agreement, until a successor Person shall have become the Collateral Administrator pursuant to the applicable provisions of the Collateral Administration Agreement, and thereafter “Collateral Administrator” shall mean such successor Person.

“Collateral Agent” is defined in the preamble.

“Collateral Custodian” is defined in the preamble.

“Collateral Custodian Termination Notice” is defined in Section 14.

“Collateral Deficit” has the meaning set forth in the Margining Agreement.

“Collateral Documents” means the Pledge and Security Agreement, the Equity Pledge Agreement, the Securities Account Control Agreement, the Power of Attorney, and all other

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instruments, documents and agreements delivered by or on behalf of any Credit Party pursuant to this Agreement or any of the other Transaction Documents in order to grant to, or perfect in favor of, the Collateral Agent, for the benefit of Secured Parties, a Lien on any real, personal or mixed property of that Credit Party as security for the Obligations.

“Collateral Management Fee” means  (x) an annual amount equal to the greater of (i) 0.25% of the Aggregate Principal Amount or (ii) $50,000, so long as the Collateral Manager is the Equity Holder or an Affiliate thereof or (y) if the Collateral Manager is any Person other than the Equity Holder or an Affiliate thereof, the Collateral Management Fee payable to any other Person shall be no more than 0.50% per annum of the Aggregate Principal Amount, as agreed by the Borrower and such Successor Collateral Manager with the consent of the Requisite Lenders (such consent not to be unreasonably withheld).

“Collateral Management Standard” has the meaning set forth in Section 13.1(d).

“Collateral Manager” means Andalusian Credit Company, LLC, in its capacity as “Collateral Manager” hereunder.

“Collateral Manager Removal Notice” is defined in Section 13.1(b).

“Collateral Obligation” means any Loan Obligation owned by a Borrower Entity or which a Borrower Entity made a Commitment to Acquire (including, without limitation, any Unsettled Sale Asset and any Unsettled Purchase Asset), that, at the time a Commitment is made to Acquire such Loan Obligation by a Borrower Entity, and at all times thereafter, satisfies each of the Collateral Obligation Criteria (except in each case to the extent any one or more of such criteria are expressly waived in writing in the manner and to the extent expressly set forth in this Agreement), as determined from time to time by the Administrative Agent.

“Collateral Obligation Criteria” means, with respect to any obligation, each of the following (unless otherwise waived in writing by the Administrative Agent in its sole discretion):

(a)such obligation is a First Lien Collateral Obligation or a Senior Unitranche Loan;

(b)such obligation has been approved by the Administrative Agent in accordance with the procedures set forth in Section 8;

(c)the required Documentation Package has been delivered to the Collateral Custodian;

(d)such obligation is one as to which the relevant Borrower Entity has good and marketable title, free and clear of all Liens other than Permitted Liens;

(e)at the time of its Acquisition, the Collateral Manager has no knowledge of any Value Adjustment Event that has been proposed or is likely to occur as to such obligation;

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(f)such obligation is denominated in an Eligible Currency, and is neither convertible by the Obligor thereof into, nor payable in, any currency other than an Eligible Currency;

(g)such obligation is not a Defaulted Obligation;

(h)no portion of such obligation has been originated, documented, sold or contributed to a Borrower Entity or charged-off, in each case other than in accordance with all applicable policies and procedures of the Collateral Manager;

(i)such obligation is not subject to a proposal or offer by the Obligor of such obligation for a Restructuring;

(j)such obligation does not mature more than 7 years after the date on which it was originated;

(k)such obligation is governed by the laws of the United States, any state thereof or the District of Columbia, the United Kingdom, or another jurisdiction approved by the Administrative Agent in its sole discretion in connection with the Acquisition of a Collateral Obligation;

(l)such obligation is issued by an Obligor that is Domiciled in (1) the United States or (2) another jurisdiction approved by the Administrative Agent in its sole discretion in connection with the Acquisition of a Collateral Obligation;

(m)its Acquisition did not and will not result in the imposition of stamp duty or stamp duty reserve tax payable by any Borrower Entity, unless such stamp duty or stamp duty reserve tax has been included in the purchase price of such obligation;

(n)after giving effect the Acquisition of such obligation, the obligation is the subject of a First Priority security interest or other arrangement having a similar commercial effect in favor of the Collateral Agent for the benefit of the Secured Parties (subject to Permitted Liens);

(o)the obligation is capable of being sold or assigned to or held by such Borrower Entity, together with any associated security, without any breach of applicable selling restrictions or of any contractual provisions;

(p)the terms of such Collateral Obligation require the consent of each affected lender or holder, as applicable, with respect to any amendment, modification or waiver that would (i) alter the timing or amount of the entitlement of such lender or holder to payments of principal, interest, fees, expenses or indemnities, (ii) release all or substantially all of the collateral securing such Collateral Obligation, (iii) subordinate the lien of such Collateral Obligation or its rights to payment to another obligation of the related Obligor or (iv) change the required percentage vote of lenders or holders, as applicable, required to approve any amendment, modification or waiver to the terms of such Collateral Obligation;

(q)such obligation is an Assignable Loan or a Consent Required Loan and, in each case, no rights of first refusal, rights of first offer, last looks, drag along rights or tag along

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rights (in each case however designated or defined, and whether in the underlying instruments governing such obligation, in any intercreditor agreement or agreement among lenders relating to such obligation or otherwise) exist in favor of any other holder of such obligation or any other Person;

(r)if such obligation is a “registration-required obligation” within the meaning of Section 163(f) of the Code, such obligation is Registered;

(s)such obligation is an obligation with respect to which the relevant Borrower Entity will (whether under the terms of the relevant obligation or by virtue of the respective tax jurisdictions of the Obligor and the relevant Borrower Entity) receive payments due under the terms of such obligation and proceeds from disposing of such asset free and clear of withholding tax, other than (A) withholding tax (including withholding tax resulting from a change in law) as to which the Obligor or issuer must make additional payments so that the net amount received by such Borrower Entity after satisfaction of such tax is the amount due to such Borrower Entity before the imposition of any withholding tax and (B) withholding tax on (x) late payment fees, prepayment fees or other similar fees and (y) amendment, waiver, consent, commitment or extension fees;

(t)such obligation is not an obligation of Goldman Sachs & Co. LLC or any of its Affiliates or Reg W Affiliates;

(u)the related Obligor on such obligation (i) is a business entity (and not a natural person) duly organized and validly existing under the laws of its jurisdiction of organization, (ii) is a legal operating entity or holding company, (iii) is not a Governmental Authority, and (iv) is not a Credit Party or Affiliated with any Credit Party or any of their respective Affiliates;

(v)at the time of its Acquisition and at the Closing Date, such obligation is not a Credit Risk Obligation;

(w)such obligation is not a lease (including a finance lease);

(x)such obligation is either an Originated Collateral Obligation or is Acquired by a Borrower Entity either (i) from an Affiliate, pursuant to the Sale Agreement or (ii) from a Person that is not an Affiliate pursuant to an arms’ length, open-market transaction, and, in either case, such obligation is not a Participation;

(y)such obligation is not an Interest Only Security;

(z)such obligation provides for a fixed amount of principal payable in Cash on scheduled payment dates and/or at maturity and does not by its terms provide for earlier amortization or prepayment at a price of less than par;

(aa)such obligation does not constitute Margin Stock, and the Borrower and the Administrative Agent determine that the value of the Asset Current Price would not depend on the value of any Margin Stock directly or indirectly securing such obligation;

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(bb)the Acquisition and ownership of such obligation by the applicable Borrower Entity will not require such Borrower Entity or the pool of Collateral to be registered as an investment company under the Investment Company Act;

(cc)such obligation is not, by its terms, convertible into or exchangeable for an Ineligible Asset at any time over its life;

(dd)such obligation is not a Structured Finance Obligation;

(ee)such obligation is not a Synthetic Security;

(ff)such obligation does not include or support a letter of credit;

(gg)such obligation is not an interest in a grantor trust;

(hh)such obligation is not issued by an Obligor located in a country, which country on the date on which the obligation is Acquired by the relevant Borrower Entity or on the Closing Date imposed foreign exchange controls that effectively limit the availability or use of the Specified Currency in which such obligation is denominated to make when due the scheduled payments of principal thereof and interest thereon;

(ii)such obligation is not a zero-coupon obligation;

(jj)such obligation is not a Recurring Revenue Loan;

(kk)such obligation is not underwritten as (i) a real estate loan or principally secured by real property, (ii) a construction project loan, (iii) a project finance loan or (iv) an Asset Based Loan;

(ll)at the time of its Acquisition and at the Closing Date, such obligation is not subject to material non-credit related risk (such as the occurrence of a catastrophe), as reasonably determined by the Collateral Manager;

(mm)such obligation is not a Fixed Rate Obligation;

(nn)none of the Borrower Entities, the Equity Holder, the Guarantor Entities, nor any affiliate thereof, serves as agent with respect to the obligation unless such agent is a party to an Administrative Agent Cooperation Agreement as consenting party;

(oo)[reserved];

(pp)at the time of its Acquisition, (1) for an obligation that would be a Syndicated Collateral Obligation, such obligation has an Asset Current Price of at least 90% or (2) for an obligation that would not be a Syndicated Collateral Obligation, such obligation has an Assigned Price of at least 95%;

(qq)at the time of its Acquisition, the Obligor of such obligation has a Total Net Leverage Ratio (calculated through the respective tranche as applicable) as of the relevant

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Financial Ratio Test Period most recently ended prior to the time of its Acquisition less than or equal to 7.5x;

(rr)at the time of its Acquisition, the Obligor of such obligation has EBITDA as of the relevant Financial Ratio Test Period most recently ended prior to the time of its Acquisition greater than $5,000,000;

(ss)if such obligation is a PIK Obligation, it is a Partial PIK Obligation or a Partial PIK for Life Obligation;

(tt)such obligation is not made to an Obligor that is a debtor-in-possession as defined under the Bankruptcy Code (or the equivalent in any applicable jurisdiction);

(uu)in the case of a Delayed Drawdown Collateral Obligation or a Revolving Collateral Obligation, at the time of its Acquisition, the Unfunded Exposure Amount with respect to such Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation will not cause the sum of (x) the Unfunded Reserve Account Shortfall and (y) the Loan Amount to exceed the Adjusted Maximum Facility Amount;

(vv)at the time of its Acquisition, such obligation requires periodic payments of accrued and unpaid interest in cash on a current basis no less frequently than quarterly;

(ww)the related Obligor with respect to such obligation is not a Sanctioned Person; and

(xx)such obligation is not a Bond.

“Collateral Obligation Notional Amount” means, in respect of any Collateral Obligation on any date of determination, the full funded principal amount of the Collateral Obligation owned by the Borrower Entities or Committed to be owned by the Borrower Entities on such date, as the case may be (which for the avoidance of doubt shall reflect any amortization or prepayment or any writedown, forgiveness or similar reduction in principal without payment).

“Collateral Portfolio” means on any date of determination, all Collateral Obligations then owned by the Borrower Entities (including Unsettled Sale Assets) and all Collateral Obligations then Committed to be Acquired by the Borrower Entities (including Unsettled Purchase Assets).

“Collateral Portfolio Calculation Base” means on any date (a) during the Ramp-Up Period, the greater of $300,000,000 and an amount equal to the sum, for all Collateral Obligations included in the Collateral Portfolio on such date, of the Adjusted Balance for each such Collateral Obligation and (b) after the Ramp-Up Period, an amount equal to the sum, for all Collateral Obligations included in the Collateral Portfolio on such date, of the Adjusted Balance for each such Collateral Obligation.

“Collateral Portfolio Requirements” means, at any time, requirements that are in compliance at such time if and only if (except in each case to the extent any one or more of such

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criteria are expressly waived in writing or are deemed to have been waived in the manner and to the extent expressly set forth in Section 8), all as calculated by the Calculation Agent:

(a)the sum of the Adjusted Balances of all Collateral Obligations that are not First Lien Collateral Obligation or Senior Unitranche Loans does not exceed 0% of the Collateral Portfolio Calculation Base;

(b)the sum of the Adjusted Balances of all Collateral Obligations issued by any single Obligor and its Affiliates does not exceed 5% of the Collateral Portfolio Calculation Base except that (A) with respect to the single largest Sponsored Obligor and its Affiliates, the sum of the Adjusted Balances of all Collateral Obligations issued by such Sponsored Obligor and its Affiliates may be up to 12.5% of the Collateral Portfolio Calculation Base; provided that such Sponsored Obligor under this clause (A) shall have an EBITDA for the prior twelve (12) calendar months of greater than $10,000,000 and (B) with respect to the next seven largest Sponsored Obligors and their respective Affiliates (other than the single largest Sponsored Obligor and its Affiliates), the sum of the Adjusted Balances of all Collateral Obligations issued by such Sponsored Obligor and its Affiliates may each be up to 10% of the Collateral Portfolio Calculation Base;

(c)the sum of the Adjusted Balances of all Collateral Obligations in any single GICS Sector in the Collateral Portfolio does not exceed 20% of the Collateral Portfolio Calculation Base, except that (A) with respect to one other GICS Sector, the sum of the Adjusted Balances of all Collateral Obligations in such single GICS Sector may be up to 25% of the Collateral Portfolio Calculation Base and (B) with respect to the “Energy” GICS Sector, the sum of the Adjusted Balances of all Collateral Obligations in such GICS Sector shall not exceed 5% of the Collateral Portfolio Calculation Base;

(d)the sum of the Adjusted Balances of all Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations does not exceed 20% of the Collateral Portfolio Calculation Base (provided that for such purpose the Adjusted Balance shall be determined based on the remaining unfunded commitment);

(e)the sum of the Adjusted Balances of all Collateral Obligations that are Partial PIK Obligations or Partial PIK for Life Obligations does not exceed 25% of the Collateral Portfolio Calculation Base; provided that the sum of the Adjusted Balances of all Collateral Obligations that are Partial PIK for Life Obligations does not exceed 10% of the Collateral Portfolio Calculation Base;

(f)the sum of the Adjusted Balances of all Collateral Obligations with respect to which the Obligor has an EBITDA for the prior twelve (12) calendar months of $10,000,000 or less (after giving pro forma effect to any acquisition in connection therewith) does not exceed 7% of the Collateral Portfolio Calculation Base; and

(g)the sum of the Adjusted Balances of all Collateral Obligations (other than Syndicated Collateral Obligations) issued by Non-Sponsored Obligors does not exceed 50% of the Collateral Portfolio Calculation Base; provided that, with respect to any Collateral Obligations (other than Syndicated Collateral Obligations) issued by a single Non-Sponsored Obligor and its

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Affiliates that are included in the Collateral Portfolio on the Closing Date, the sum of the Adjusted Balances of all such Collateral Obligations does not exceed the greater of (x) the percentage of the Collateral Portfolio Calculation Base that such Collateral Obligations (other than Syndicated Collateral Obligations) issued by a single Non-Sponsored Obligor and its Affiliates represented as of the Closing Date and (y) 5% of the Collateral Portfolio Calculation Base.

“Collection Account” means each of the Interest Collection Account and the Principal Collection Account.

“Commitment” means:

(a)With respect to the lending facility under this Agreement, the commitment of a Lender to make or otherwise fund a Loan, and “Commitments” means such commitments of all Lenders in the aggregate.  The amount of each Lender’s Commitment is set forth on Appendix A or in the applicable Assignment Agreement, subject to any adjustment or reduction pursuant to the terms and conditions hereof (including increases pursuant to Section 2.1(e)).  For the avoidance of doubt, Commitments of the Lenders hereunder include New Commitments.

(b)With respect to Collateral Obligations, means a binding commitment pursuant to the Collateral Manager’s then current policies and procedures to purchase or sell a loan between the buyer and seller of such loan entered into pursuant to customary documents in the relevant market.  The terms “Commit” and “Committed” have correlative meanings.  With respect to Collateral Obligations contributed to a Borrower Entity, such Borrower Entity will be deemed to have Committed to Acquire such Collateral Obligation on the date on which such contribution occurs.  With respect to Collateral Obligations originated by a Borrower Entity, such Borrower Entity will be deemed to have Committed to Acquire such Collateral Obligation on the date on which such Borrower Entity becomes obligated to, or if earlier in fact does, make or fund such Collateral Obligation.

“Commitment Fee Letter” means the Fee Letter dated on or around the Closing Date, among the Administrative Agent, the Lender and the Borrower with respect to certain fees to be paid from time to time to the Lenders (as amended, restated, modified or otherwise supplemented from time to time).

“Commitment Fees” is defined in Section 2.7(c).

“Confidential Information” is defined in Section 11.23.

“Connection Income Taxes” means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

“Consent Required Loan” means a Loan Obligation that is capable of being assigned or novated with the consent of the borrower or the guarantor, if any, of such Loan Obligation or any agent, but only, solely in the case of any required consent of the related borrower or guarantor, if the related Underlying Instruments require such consent to not be unreasonably withheld (subject to customary and market restrictions on assignment, including a prohibition on

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assignment to disqualified institutions and competitors of the related borrower or any direct or indirect equity owner of the borrower).

“Constitutive Documents” means, with respect to:

(a)the Borrower, its Amended and Restated Limited Liability Company Agreement dated March 11, 2026;

(b)the Equity Holder, its Amended and Restated Limited Liability Company Agreement dated December 21, 2023; and

(c)the Guarantor, its Amended and Restated Limited Liability Company Agreement dated December 21, 2023;

(d)for each Permitted Additional Subsidiary, organizational documents in form and substance satisfactory to the Lenders in their sole and absolute discretion.

“Controlled Affiliate” means any Affiliate of the Borrower or the Equity Holder that is not a special purpose subsidiary structured to be bankruptcy-remote on terms such that reputable counsel of national standing could render a substantive non-consolidation opinion with respect thereto.

“Corporate Trust Office” means, with respect to the Collateral Agent, the designated corporate trust office of the Collateral Agent at Computershare Trust Company, N.A., 9062 Old Annapolis Road, Columbia, MD 21045, Attention: CLO Trust Services – ACC Financing SPV I, LLC, !NACCTAndalusian@computershare.com, or such other address as the Collateral Agent may designate from time to time by notice to the Lenders, the other Agents, the Borrower and the Collateral Manager, or the principal corporate trust office of any successor Collateral Agent.

“Covered Party” means any Secured Party that is one of the following: (i) a “covered entity” as that term is defined in, and interpreted in accordance with, 12 C.F.R. §252.82(b); (ii) a “covered bank” as that term is defined in, and interpreted in accordance with, 12 C.F.R. §47.3(b), or any subsidiary of such a covered bank to which 12 C.F.R. Part 47 applies in accordance with 12 C.F.R. §47.3(b); or (iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. §382.2(b).

“Credit Date” means the date of a Credit Extension.

“Credit Extension” means the making of a Loan.

“Credit Party” means each Borrower Entity, the Equity Holder and each Guarantor Entity.

“Credit Risk Obligation” means any Collateral Obligation that, in the Collateral Manager’s judgment exercised in accordance with this Agreement, has a significant risk of declining in credit quality or price.

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“Current FX Rate” means:

(a)with respect to a Specified Currency as of any date, the spot rate of exchange between the Specified Currency and USD as of such date, determined by the Calculation Agent in a commercially reasonable manner; provided that if the Specified Currency is USD, the Current FX Rate will be equal to 1; or

(b)with respect to a Collateral Obligation at any time, the Current FX Rate for the Specified Currency in which such Collateral Obligation is denominated and payable.

“Custodial Office” is defined in Section 14.

“Custody Documents” means, for each Collateral Obligation, all Escrowed Assignment Agreement Documents, all Underlying Instruments in relation to such Collateral Obligation and other Diligence Information delivered to the Collateral Custodian pursuant to Section 6.7(e) and (f) and Section 8.2(a) and (b) (in each case, except as otherwise provided in such sections).

“Daily Report” means the daily report provided by the Collateral Administrator pursuant to Section 6.5(a).

“Debtor Relief Laws” means, collectively:

(a)the Bankruptcy Code; and

(b)all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief laws of the United States, any state thereof or any other applicable jurisdictions from time to time in effect.

“Default” means a condition or event that, after notice or lapse of time or both, would constitute an Event of Default.

“Defaulted Asset Sale Failure” means as of any date of determination, if either (x) more than 4 Collateral Obligations included in the Collateral Portfolio constitute Defaulted Obligations or (y) more 20% of the aggregate Collateral Obligation Notional Amount of the Collateral Obligations is comprised of Defaulted Obligations, the failure by a Borrower Entity to use commercially reasonable efforts to sell each such Defaulted Obligation within 60 days (or such longer period as may be extended at the sole discretion of the Administrative Agent) of the applicable threshold set forth in clause (x) or (y) being met; provided that if any such Defaulted Obligation has ceased to be a Defaulted Obligation as set forth in the definition thereof, no Defaulted Asset Sale Failure shall occur with respect to such Collateral Obligation.

“Defaulted Obligation” means any Collateral Obligation as to which either (x) a Bankruptcy Event or Insolvency Event shall have occurred with respect to the related underlying Obligor, (y) a Failure to Pay or other Monetary Default shall have occurred with respect to the Collateral Obligation or a Pari-Passu Obligation thereof (provided that such Failure to Pay or Monetary Default remains uncured beyond any cure period allowed in the Underlying Instrument,

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not to exceed five (5) Business Days; provided, further, that if a Failure to Pay or Monetary Default occurs at a subsequent time with respect to the same Collateral Obligation, such cure period shall not apply) or (z) any other default has occurred under the Underlying Instruments for a Collateral Obligation or a Pari-Passu Obligation thereto and, under the term of the relevant Underlying Instruments, the Collateral Obligation or a Pari-Passu Obligation either (i) is subject to acceleration in connection with an event of default thereunder with respect to any financial covenants, negative covenants, reporting covenants with respect to quarterly or annual financial statements or compliance certificates, or failure of security interests or (ii) is subject to acceleration for a period of at least fifteen (15) Business Days or has been accelerated.

“Defaulting Lender” means, subject to Section 2.17(b), any Lender that:

(a)during the Availability Period, has failed to (1) fund all or any portion of its Loans within two (2) Business Days of the date such Loans were required to be funded hereunder, unless such Lender notifies the Administrative Agent and the Borrower in writing that such failure is the result of such Lender’s determination or as a result of a bona fide dispute that one or more conditions precedent to funding (which conditions precedent, together with the applicable default, if any, shall be specifically identified in such writing) has not been satisfied or waived, or (2) pay to the Administrative Agent or any other Lender any other amount required to be paid by it hereunder within two (2) Business Days of the date when due; or

(b)the Administrative Agent has received notification during the Availability Period that such Lender is (1) insolvent, or is generally unable to pay its debts as they become due, or admits in writing its inability to pay its debts as they become due, or makes a general assignment for the benefit of its creditors or (2) the subject of a bankruptcy, insolvency, reorganization, liquidation or similar proceeding, or a receiver, trustee, conservator, intervenor or sequestrator or the like has been appointed for such Lender, or such Lender has taken any action in furtherance of or indicating its consent to or acquiescence in any such proceeding or appointment; provided that a Lender shall not be a Defaulting Lender under this clause (b) solely by virtue of the ownership or acquisition of any Equity Interest in that Lender or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Lender with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Lender (or such Governmental Authority or instrumentality) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Lender.

“Delayed Drawdown Collateral Obligation” means an obligation that (a) requires the relevant Borrower Entity to make one or more future advances to the Obligor under the Underlying Instruments (subject only to the satisfaction of customary conditions to borrowing for delayed draw term loan facilities including accuracy of representations and warranties made by the related Obligor and the absence of any default or event of default under the Underlying Instruments), (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 Obligor thereunder; provided that (i) any such obligation will be a Delayed Drawdown Collateral Obligation only to the extent of unfunded commitments and (ii) after the date on which all commitments by the relevant Borrower Entity to make advances on such obligation to the Obligor

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under the Underlying Instruments expire or are terminated or are reduced to zero, such obligation shall cease to be a Delayed Drawdown Collateral Obligation.

“Deposit Account” means a demand, time, savings, passbook or like account with a bank, savings and loan association, credit union or like organization, other than an account evidenced by a negotiable certificate of deposit.

“Designated Principal Proceeds” is defined in the proviso to the definition of “Interest Proceeds” herein.

“Determination Date” means, with respect to a Payment Date, the last Business Day of the immediately preceding Due Period.

“Diligence Information” is defined in Section 8.2(a)(iii).

“Disposition” means the sale, transfer, assignment or other disposition of an asset.  “Dispose” has a corresponding meaning.

“Dispute” and “Disputed Collateral Obligation” have the meaning set forth in the Margining Agreement.

“Dispute Notice” has the meaning set forth in the Margining Agreement.

“Distribution” means any payment of principal or interest or any dividend, premium or fee payment made on, or any other distribution in respect of, a security or obligation.

“Document Checklist” means, for any Collateral Obligation, an electronic or hard copy list delivered by the Collateral Manager to the Collateral Agent and the Collateral Custodian that identifies such Collateral Obligation, the applicable Obligor and each of the documents that shall be delivered to the Collateral Custodian by the Collateral Manager hereunder (including the identification of each item of Diligence Information and Financial and Other Information to be delivered), and whether each such document is an original or a copy and whether a hard copy or electronic copy will be delivered to the Collateral Custodian.

“Documentation Package” means, for each Collateral Obligation, the Document Checklist, the Preliminary Documentation Package and the Additional Documentation for such Collateral Obligation, collectively.

“Dollar Equivalent” means, as to any amount in any Specified Currency at any time, such amount converted to USD at the Current FX Rate for such Specified Currency at such time.

“Dollars”, “USD” and the sign “$” mean the lawful money of the United States of America.

“Domicile” means, with respect to any issuer of, or Obligor with respect to, a Collateral Obligation:

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(a)except as provided in clause (b) below, its country of organization; or

(b)if it is organized in a Tax Jurisdiction, each of such jurisdiction and the country in which, in the Collateral Manager’s good faith estimate, a substantial portion of its operations are located or from which a substantial portion of its revenue or value is derived, in each case directly or through Subsidiaries (which shall be any jurisdiction and country known at the time of designation by the Collateral Manager to be the source of the majority of revenues, if any, of such issuer or Obligor).

“Domiciled” has a correlative meaning to the term “Domicile”.

“Draft Instrument” means, with respect to any Originated Collateral Obligation, a substantially final draft of (1) the related loan agreement (or other principal document under which such Originated Collateral Obligation will be made) and (2) any intercreditor agreement or other agreement among lenders.

“Due Period” means, with respect to any Payment Date, the period commencing on the day immediately following the fifth Business Day prior to the preceding Payment Date (or in the case of the Due Period relating to the First Payment Date, beginning on the Closing Date) and ending on (and including) the fifth Business Day prior to such Payment Date (or, (a) in the case of the Due Period relating to the First Payment Date, ending on the fifth Business Day prior to such First Payment Date and (b) in the case of a Due Period that is applicable to the Payment Date relating to the Maturity Date ending on (and including) the Business Day immediately preceding such Payment Date).

“EEA Member Country” means any member state of the European Union, Iceland, Liechtenstein and Norway.

“Eligible Assignee” means any Person other than a Natural Person that is both an Accredited Investor and a Qualified Purchaser and is either (a) a Lender or an Affiliate of such Lender, or (b) a commercial bank, investment bank, insurance company, investment or mutual fund or other entity that extends credit or buys loans in the ordinary course of business; provided that no Defaulting Lender, Credit Party or Affiliate of a Credit Party shall be an Eligible Assignee.

“Eligible Currency” means USD and any other currency approved by the Administrative Agent in its sole discretion and reasonably acceptable to the Collateral Agent (which shall be conditioned on the opening of each required Transaction Account (or sub-account thereof) in such currency).

“Eligible Currency Account” means segregated trust accounts, established for the purpose of receiving payments in Eligible Currencies other than Dollars by the Custodian utilizing such agent or custodian banks as it may determine to be necessary or convenient for the purpose of receiving payments in Eligible Currencies other than Dollars, subject in each case to the control of the Collateral Agent, in the name of the Borrower subject to the Lien of the Collateral Agent for the benefit of the Secured Parties, including any sub-account thereof; provided, that the funds posted to or deposited therein (including any interest and earnings thereon) from time to time shall constitute the property and assets of the Borrower, and the Borrower shall be solely liable for any Taxes payable with respect to each Eligible Currency Account. For the avoidance of doubt, there

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shall be one Eligible Currency Account (which shall constitute a ‎collective reference in each case to one or more accounts, including a principal collection account, ‎an interest collection account and an unfunded exposure account, for each Eligible Currency, and may ‎include any subaccounts as may be necessary or convenient for the administration of this Agreement) for each Eligible Currency other than Dollars with respect to the Borrower.

“Eligible Investment” means any investment that, at the time it, or evidence of it, is Acquired by a Borrower Entity (directly or through an intermediary or bailee), is either cash or one or more of the following obligations or securities (in each case denominated in USD):

(a)direct debt obligations of, and debt obligations the timely payment of principal and interest on which is fully and expressly guaranteed by, the United States of America or Canada or any agency or instrumentality of the United States of America the obligations of which are expressly backed by the full faith and credit of the United States of America that satisfies the Eligible Investment Required Ratings at the time of such investment or contractual commitment providing for such investment;

(b)demand and time deposits in, certificates of deposit of, accounts with, bankers’ acceptances issued by, or federal funds sold by any depository institution or trust company incorporated under the laws of the United States of America (including the Bank) or any state thereof and subject to supervision and examination by federal and/or state banking authorities, and subject to supervision and examination by banking authorities of such jurisdiction or such province or state, in each case payable within 183 days of issuance, so long as the commercial paper and/or the debt obligations of such depository institution or trust company (or, in the case of the principal depository institution in a holding company system, the commercial paper or debt obligations of such holding company) at the time of such investment or contractual commitment providing for such investment have the Eligible Investment Required Ratings; and

(c)money market funds which funds have, at all times, credit ratings “AAAm” by S&P; subject, in each case, to such obligations or securities having a maturity date 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; provided that Eligible Investments shall not include (1) any interest-only security, any security purchased at a price in excess of 100% of the par value thereof or any security whose repayment is subject to substantial non-credit related risk as determined in the sole judgment of the Collateral Manager, (2) any security whose rating assigned by S&P includes the subscript “f”, “p”, “q”, “pi”, “r”, “sf” or “t” (3) any security that is subject to an Offer or (4) any security secured by real property.  Eligible Investments may include those investments with respect to which the Bank or an Affiliate of the Bank is an Obligor or provides services.

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

“Enforcement Priority of Payments” is defined in Section 7(c).

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“Equity Distribution” means any dividend or other distribution, direct or indirect, on account of any Equity Interests of a Borrower Entity now or hereafter outstanding.

“Equity Distribution Test” means, with respect to (a) any Equity Distribution at any time pursuant to the terms set forth herein, (b) any deferred purchase price payments to the Sellers in respect of Collateral Obligations previously contributed by the Seller to the Borrower or (c) any application under any clause of the Interest Priority of Payments or Principal Priority of Payments on any Payment Date, a test satisfied if, on a pro forma basis after giving effect thereto, no Default, Event of Default or Borrowing Base Deficiency shall have occurred and be continuing or would result or increase therefrom; provided that:

(a)to the extent such Equity Distribution or payment would otherwise be made out of proceeds of Loans made hereunder, and at such time a Borrower Entity is Committed to Acquire one or more Collateral Obligations but such Collateral Obligations have not yet settled, then such Equity Distribution or payment shall be permitted if (i) no Borrowing Base Deficiency exists or would result therefrom and the Borrower would be in compliance with all other conditions herein on a pro forma basis immediately after giving effect to the settlement of such Collateral Obligations assuming such settlement (and any borrowing or withdrawal of cash from the Collateral Accounts therefor) had occurred on the date of such Equity Distribution or payment or (ii) such Equity Distribution or payment is otherwise agreed to in writing between the Borrower and the Administrative Agent;

(b)the Borrower shall have delivered to the Administrative Agent evidence (in a form mutually agreeable to the Administrative Agent and the Borrower) of compliance with such Equity Distribution Test; and

(c)upon the Administrative Agent’s receipt of such evidence, the Administrative Agent shall confirm in its reasonable judgment whether the Borrower has satisfied the Equity Distribution Test and communicate confirmation or non-confirmation regarding satisfaction of such Equity Distribution Test to the Collateral Agent and the Borrower within five (5) Business Days after the Administrative Agent’s receipt of such evidence.  For the avoidance of doubt, acquiescence by the Administrative Agent (whether deemed or otherwise) to an Equity Distribution hereunder shall not be deemed a waiver of any Default or Event of Default that may arise with respect to such Equity Distribution or otherwise.

“Equity Holder” means Andalusian Credit Company, LLC.

“Equity Holder Collateral Obligations” means, each Collateral Obligation sold and/or contributed by the Equity Holder to the relevant Borrower Entity pursuant to the Sale Agreement or any other Collateral Obligation sold to a Borrower Entity by the Equity Holder or any Controlled Affiliate pursuant to a loan sale agreement substantially in the form of the Sale Agreement or otherwise in form and substance satisfactory to the Administrative Agent.

“Equity Holder Conflicts Policy” means the applicable written policies, procedures and contractual limitations set forth or referenced in the Organizational Documents of the Equity Holder in relation to conflicts of interest, in the form provided to the Administrative

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Agent on the Closing Date, including Appendix D for Andalusian Credit Company LLC, Code of Conduct.

“Equity Holder Purchased Loan Balance” means, with respect to any date of determination, an amount equal to the Aggregate Principal Amount of all Equity Holder Collateral Obligations Acquired by the Borrower Entities on or prior to such date.

“Equity Interests” means any and all shares, interests, participations or other equivalents (however designated) of capital stock of a corporation, any and all equivalent ownership interests in a Person (other than a corporation), including partnership interests and membership interests, and any and all warrants, rights or options to purchase or other arrangements or rights to Acquire any of the foregoing.

“Equity Pledge Agreement” means the Equity Pledge Agreement dated on or around the Closing Date between the Equity Holder, GS ASL LLC, in its capacity as Administrative Agent, Goldman Sachs, in its capacity as Lender, and the Collateral Agent (as amended, restated, modified or otherwise supplemented from time to time).

“ERISA” means the Employee Retirement Income Security Act of 1974, as amended.

“ERISA Affiliate” means, as applied to any Person, (a) any corporation which is a member of a controlled group of corporations within the meaning of Section 414(b) of the Code of which that Person is a member; (b) any trade or business (whether or not incorporated) which is a member of a group of trades or businesses under common control within the meaning of Section 414(c) of the Code of which that Person is a member; and (c) any member of an affiliated service group within the meaning of Section 414(m) or (o) of the Code of which that Person, any corporation described in clause (a) above or any trade or business described in clause (b) above is a member.  Any former ERISA Affiliate of any Person shall continue to be considered an ERISA Affiliate of such Person within the meaning of this definition with respect to the period such entity was an ERISA Affiliate of such Person and with respect to liabilities arising after such period for which such Person could be liable under the Code or ERISA.

“ERISA Event” means (a) a “reportable event” within the meaning of Section 4043 of ERISA and the regulations issued thereunder with respect to any Pension Plan (excluding those for which the provision for 30 day notice to the PBGC has been waived by regulation); (b) the failure to meet the minimum funding standard of Section 412 of the Code with respect to any Pension Plan (whether or not waived in accordance with Section 412(c) of the Code) or the failure to make by its due date a required installment under Section 430(j) of the Code with respect to any Pension Plan or the failure to make any required contribution to a Multiemployer Plan; (c) the provision by the administrator of any Pension Plan pursuant to Section 4041(a)(2) of ERISA of a notice of intent to terminate such plan in a distress termination described in Section 4041(c) of ERISA; (d) the withdrawal by the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates from any Pension Plan with two or more contributing sponsors or the termination of any such Pension Plan resulting in liability to the Borrower, any of its Subsidiaries or any of their respective Affiliates pursuant to Section 4063 or 4064 of ERISA; (e) the institution by the PBGC of proceedings to terminate any Pension Plan or the appointment

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of a trustee to administer, any Pension Plan; (f) the imposition of liability on the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates pursuant to Section 4062(e) or 4069 of ERISA or by reason of the application of Section 4212(c) of ERISA; (g) the withdrawal of the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates in a complete or partial withdrawal (within the meaning of Sections 4203 and 4205 of ERISA) from any Multiemployer Plan if there is any potential liability therefore, or the receipt by the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates of notice from any Multiemployer Plan that it is in insolvency pursuant to Section 4245 of ERISA, or that it intends to terminate or has terminated under Section 4041A or 4042 of ERISA; (h) the imposition on the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates of fines, penalties, taxes or related charges under Chapter 43 of the Code or under Section 409, Section 502(c), (i) or (l), or Section 4071 of ERISA in respect of any Pension Plan; (i) the assertion of a material claim (other than routine claims for benefits) against any Pension Plan other than a Multiemployer Plan or the assets thereof, or against the Borrower, any of its Subsidiaries or any of their respective ERISA Affiliates in connection with any Pension Plan; (j) receipt from the IRS of notice of the failure of any Pension Plan to qualify under Section 401(a) of the Code, or the failure of any trust forming part of any Pension Plan to qualify for exemption from taxation under Section 501(a) of the Code; or (k) with respect to any Pension Plan the imposition of a Lien pursuant to Section 430(k) of the Code or ERISA or a violation of Section 436 of the Code.

“Escrowed Assignment Agreement Documents” means, with respect to each Collateral Obligation, two Assignment Agreements, each executed in blank by (a) the relevant Borrower Entity, as assignor, and (b) if the consent or signature of any affiliate of a Borrower Entity (whether as administrative agent, servicer, registrar or in any other capacity) is or could be required for the transfer of all or any portion of such Collateral Obligation by such Borrower Entity, each such affiliate.

“EU Bail-In Legislation Schedule” means the document described as such and published by the Loan Market Association (or any successor person) from time to time.

“Event of Default” is defined in Section 9.

“Excess Concentration Amount” means, with respect to any Collateral Obligation, the portion of the Adjusted Balance by which such Collateral Obligation causes any Collateral Portfolio Requirement to be out of compliance as calculated by the Administrative Agent; provided that any such portion expressly approved by the Administrative Agent for inclusion in the Borrowing Base Amount shall not constitute part of the Excess Concentration Amount; provided further, that (x) the Excess Concentration Amount shall be calculated in the way that results in the lowest aggregate Excess Concentration Amounts for all Collateral Obligations and that results in the highest Borrowing Base Amount and (y) if the Collateral Manager disagrees with the Excess Concentration Amount as calculated by the Administrative Agent, the Collateral Manager may provide evidence satisfactory to the Administrative Agent reflecting a calculation of a lower Excess Concentration Amount, and if the Administrative Agent agrees with such calculation by the Collateral Manager, such lower Excess Concentration Amount shall apply for all purposes hereunder.

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“Exchange Act” means the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder by the U.S. Securities and Exchange Commission.

“Excluded Payments” means all Administrative Expenses payable to a Bank Party constituting indemnities, but only to the extent such indemnities became payable to such Person as a result of or arising out of such Person’s gross negligence or willful misconduct in the performance of its obligations under the Transaction Documents to which it is a party.

“Excluded Taxes” means any of the following Taxes imposed on or with respect to any Recipient or required to be withheld or deducted from a payment to a Recipient: (a) Taxes imposed on or measured by net income (however denominated), franchise Taxes, and branch profits Taxes, in each case, (i) imposed as a result of such Recipient being organized under the laws of, or having its principal office or, in the case of any Lender, its applicable lending office located in, the jurisdiction imposing such Tax (or any political subdivision thereof) or (ii) that are Other Connection Taxes; (b) in the case of a Lender, U.S. withholding Taxes imposed on amounts payable to or for the account of such Lender with respect to an applicable interest in a Loan or Commitment pursuant to a law in effect on the date on which: (i) such Lender Acquires such interest in the Loan or Commitment (other than pursuant to an assignment request by the Borrower under Section 2.18) or (ii) such Lender changes its lending office, except in each case to the extent that, pursuant to Section 2.15(b), amounts with respect to such Taxes were payable either to such Lender’s assignor immediately before such Lender became a party hereto or to such Lender immediately before it changed its lending office; (c) Taxes attributable to such Recipient’s failure to comply with Section 2.15(c); and (d) any withholding Taxes imposed pursuant to FATCA.

“Expected Settlement Price” means, as of any date:

(a)in respect of any Unsettled Sale Asset, the contractual sale price for such Unsettled Sale Asset to be received by the Borrower Entities from the purchaser of such Collateral Obligation; provided that, if the sale of any other Unsettled Sale Asset remains unsettled for more than 30 days, then the “Expected Settlement Price” for such Unsettled Sale Asset will be determined from time to time by the Calculation Agent; and

(b)in respect of any Unsettled Purchase Asset, the expected purchase price to be paid by a Borrower Entity (based on the applicable Commitment) for such Unsettled Purchase Asset.

“Extraordinary Event” means an event that will occur if (for any reason due to the structure and activities of the Credit Parties and the affiliates thereof involved in the transactions under the Transaction Documents):

(a)any portion of any payment due from any Obligor under any Collateral Obligation that contributes any amount to the calculation of the Borrowing Base Amount at such time becoming properly subject to the imposition of U.S., U.K. or other withholding tax (other than withholding tax on (x) late payment fees, prepayment fees or other similar fees and (y) amendment, waiver, consent commitment or extension fees), which withholding tax is not compensated for by a provision under the terms of such Collateral Obligation that would result in the net amount actually received by the Borrower Entities (free and clear of taxes, whether assessed

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against the Obligor thereof or a Borrower Entity) being equal to the full amount that the Borrower Entities would have received had no such deduction or withholding been required; or

(b)any jurisdiction’s properly imposing a corporate income tax, municipal business tax, net income, profits, net worth or similar tax on a Borrower Entity; or

(c)any jurisdiction’s properly imposing a withholding tax on payments by a Subsidiary of the Borrower to the Borrower; or

(d)any Borrower Entity incurs or pays any employee-related liabilities of any Person, provided that either:

(x)(1) an amount equal to (A) the sum of all Extraordinary Expense Amounts (and, for the avoidance of doubt, whether withheld, paid, incurred or outstanding), minus (B) the sum of (x) all amounts applied to the payment thereof under the Specified Payment Waterfall Provisions and (y) the aggregate amount of all cash contributions received by the Borrower after the Closing Date that are applied to the payment of such amounts, exceeds (2) $5,000,000 (or such larger amount as the Requisite Lenders may consent to in their sole and absolute discretion); or

(y)the sum of all Extraordinary Expense Amounts that are due and unpaid at any time exceeds $5,000,000 (or such larger amount as the Requisite Lenders may consent to in their sole and absolute discretion) in the aggregate.

“Extraordinary Expense Amounts” means each of the following:

(a)amounts withheld (or required to be withheld) from payments to the Borrower Entities that is not compensated for by a “gross-up” provision as described in clause (a) of the definition of “Extraordinary Event”;

(b)the amount of taxes imposed on a Borrower Entity as described in clause (b) of the definition of “Extraordinary Event”;

(c)amounts withheld (or required to be withheld) from payments to the Borrower by a Subsidiary of the Borrower as described in clause (c) of the definition of “Extraordinary Event”; and

(d)the amounts payable in respect of employees as described in clause (d) of the definition of “Extraordinary Event”.

“Facility Fee Rate” means, with respect to any Interest Period, a rate per annum equal to the sum of (a) the applicable Benchmark plus (b) the Spread.

“Failure to Pay” with respect to a Collateral Obligation shall mean, after the expiration of any applicable grace period (however defined under the terms of the Collateral Obligation), the occurrence of a non-payment of a payment of interest Scheduled to be Due or principal on the Collateral Obligation when due, in accordance with the terms of the Collateral

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Obligation at the time of such failure.  As used herein, “Scheduled to be Due” means, in the case of an interest payment, that such interest payment would be due and payable during the related calculation period for the Collateral Obligation.

“FATCA” means Sections 1471 through 1474 of the Code, as of the Closing Date (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof and any agreement entered into pursuant to Section 1471(b)(1) of the Code, any intergovernmental agreement, treaty or convention entered into among Governmental Authorities in connection with the implementation of such Sections of the Code, and any legislation, regulation or guidance giving effect to any such intergovernmental agreement, treaty or convention.

“Federal Funds Effective Rate” means for any day, the rate per annum equal to the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers on such day, as published by the Federal Reserve Bank of New York on the Business Day next succeeding such day; provided that (a) if such day is not a Business Day, the Federal Funds Effective Rate for such day shall be such rate on such transactions on the next preceding Business Day as so published on the next succeeding Business Day, and (b) if no such rate is so published on such next succeeding Business Day, the Federal Funds Effective Rate for such day shall be the average rate charged to the Administrative Agent on such day on such transactions as determined by the Administrative Agent.

“Fee Letter” means each of (a) the Agent Fee Letters, (b) the Lender Fee Letter and (c) the Commitment Fee Letter.

“Financial and Other Information” means, with respect to each Collateral Obligation, all reports, written financial information, requests for amendments, waivers, supplements or other similar requests and other written information made available by or on behalf of the related Obligors or any administrative agents or servicers (or analogous representatives) to lenders under the related Underlying Instruments.

“Financial Ratio Test Period” means, with respect to any Collateral Obligation, the relevant test period for the calculation of the applicable financial ratio for such Collateral Obligation in the applicable Underlying Instruments or, if no such period is provided for therein, each period of the last four consecutive reported fiscal quarters of the principal Obligor on such Collateral Obligation (provided that, with respect to any Collateral Obligation for which the relevant test period is not provided for in the applicable Underlying Instruments, if an Obligor is a newly-formed entity as to which twelve consecutive calendar months have not yet elapsed (such date of formation a “Start Date”), the “Financial Ratio Test Period” shall initially include the period from the Start Date to the date of Acquisition, determined on an annualized basis, and shall subsequently include each period of the last four consecutive reported fiscal quarters of such Obligor).

“Financial Reporting Failure” means, with respect to any Collateral Obligation, (x) the Borrower has failed to deliver to the Administrative Agent any documents, financial information, requests, communications or other information made available or received by or on behalf of the related Obligors or any administrative agents or servicers (or analogous

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representatives) under the related Underlying Instruments at the times, in the manner and to the extent required under subparagraphs (4) or (5) set forth on Schedule A or (y) the Obligor has failed to deliver information (including quarterly or annual financial statements) required to be delivered pursuant to the related Underlying Instruments (including any relevant grace period in the Underlying Instruments, but in no event more than five (5) days after the due date therefor);

“Financial Sponsor” means, any Person, including any Subsidiary of such Person, whose principal business activity is acquiring, holding, and selling investments (including controlling interests) in otherwise unrelated companies that each are distinct legal entities with separate management, books and records and bank accounts, whose operations are not integrated with one another and whose financial condition and creditworthiness are independent of the other companies so owned by such Person.

“Financing Statements” is defined in Section 9-102(a)(39) of the UCC.

“Firm Bid” means, as to any Collateral Obligation, a good, irrevocable and actionable bid for value given by a creditworthy purchaser to purchase the Collateral Obligation Notional Amount of such Collateral Obligation for cash, expressed as a percentage of such Collateral Obligation Notional Amount, and exclusive of accrued interest, for scheduled settlement substantially in accordance with the then-current market practice in the principal market for such Collateral Obligation, provided that:

(a)such bid is accompanied by appropriate contact information for the provider of such bid, including the name of the individual responsible for such bid together with his or her telephone number, email address or other analogous contact details;

(b)such bid is not subject to any Bid Disqualification Condition (and, if any such bid is subject to any Bid Disqualification Condition, the Calculation Agent shall be entitled to disregard such bid as invalid);

(c)such bid is not submitted by an Affiliate of the Borrower, the Equity Holder or the Collateral Manager; and

(d)a bid from any Approved Broker Dealer shall be presumed to be a Firm Bid unless the Borrower is notified by the Calculation Agent that such bid does not satisfy the conditions set forth in (a) through (c) above.

All determinations of whether a bid constitutes a Firm Bid shall be made by the Calculation Agent.  No Lender or Agent shall have any obligation to provide a Firm Bid at any time.  Neither the Borrower nor any of the Borrower’s Affiliates may provide Firm Bids at any time, unless the Administrative Agent shall otherwise expressly agree.

“First Lien Collateral Obligation” means a Collateral Obligation (including a unitranche obligation) that is a senior secured Loan Obligation, in each case secured by a first lien (subject to permitted liens (other than liens securing indebtedness) under the applicable Underlying Instruments that are reasonable and customary for similar loans) on substantially all of the collateral of the underlying Obligors, including Senior Unitranche Loans, but in each case excluding First-Lien Last-Out Collateral Obligations, as determined by the Administrative Agent.

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“First-Lien Last-Out Collateral Obligation” means a Collateral Obligation that, although it is secured by a first lien, is an obligation for which the first-in first-out portion (or any analogous arrangement among lenders that creates a contractual subordination) comprises more than 20% of the aggregate principal amount of such obligation as of its issue date (or at any time thereafter), all as determined by the Administrative Agent.

“First Payment Date” means April 1, 2026.

“First Priority” means, with respect to any Lien purported to be created in any Collateral pursuant to any Collateral Document, that such Collateral is subject to no equal or prior Lien and is not subject to any other Liens, except in each case for Permitted Liens.

“Fixed Rate Obligation” means an obligation that bears interest at a fixed rate.

“Foreign Lender” is defined in Section 2.15(c).

“FRBNY” means the Federal Reserve Bank of New York.

“Fund” means any Person (other than a natural Person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its activities.

“Funding Notice” means a notice substantially in the form of Exhibit A.

“GAAP” means, subject to the provisions of Section 1.2, United States generally accepted accounting principles in effect as of the date of determination thereof.

“general intangibles” is defined in the UCC.

“GICS Sector” means the sectors set forth in Schedule C, as such sectors may be updated in the sole discretion of the Administrative Agent with more recent industry classifications published by MSCI Inc.

“Goldman Sachs” is defined in the preamble.

“Governmental Authority” means any federal, state, municipal, national or other government, governmental department, commission, board, bureau, court, agency or instrumentality or political subdivision thereof or any entity, officer or examiner exercising executive, legislative, judicial, taxing, regulatory or administrative functions of or pertaining to any government or any court, in each case whether associated with a state of the United States, the United States, the United Kingdom, the European Union or any other foreign entity or government (including any successor to any of the foregoing).

“Governmental Authorization” means any permit, license, authorization, plan, directive, consent order or consent decree of or from any Governmental Authority.

“Grant” means to grant, bargain, sell, warrant, alienate, remise, demise, release, convey, assign, transfer, mortgage, pledge, create and grant a security interest in and right of set-

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off against, deposit, set over or confirm.  A Grant of the Collateral, 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 Collateral, 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.  The term “Granted” has a correlative meaning.

“Grantor” means any “Grantor” or “Pledging Party” as defined in the Pledge and Security Agreement or the Equity Pledge Agreement, as applicable.

“Guarantor Entity” means Andalusian Credit Company, LLC.

“Guaranty” means the Guaranty Agreement dated on or around the Closing Date between the Guarantor Entities, GS ASL LLC, in its capacity as Administrative Agent, Goldman Sachs, in its capacity as Calculation Agent and Lender, and the Collateral Agent.

“Highest Lawful Rate” means the maximum lawful interest rate, if any, that at any time or from time to time may be contracted for, charged, or received under the laws applicable to any Lender which are presently in effect or, to the extent allowed by Applicable Law, under such Applicable Laws which may hereafter be in effect and which allow a higher maximum non-usurious interest rate than Applicable Laws now allow.

“IC Memorandum” means, with respect to any Originated Collateral Obligation, the investment committee memorandum (or similar document) prepared by or on behalf of the Collateral Manager that supports the applicable Borrower Entity’s investment decision to originate such Originated Collateral Obligation.

“Increased Amount Date” is defined in Section 2.1(e).

“Increased-Cost Lenders” is defined in Section 2.18.

“Indemnified Liabilities” means, collectively, any and all liabilities, obligations, losses, damages, penalties, claims, actions, judgments, suits, fees, costs, expenses and disbursements of any kind or nature whatsoever (including the reasonable and documented fees and out-of-pocket disbursements of outside counsel for Indemnitees, including in connection with any investigative, administrative or judicial proceeding or hearing commenced or threatened by any Person, whether or not any such Indemnitee shall be designated as a party or a potential party thereto, and any reasonable and documented out-of-pocket fees or expenses incurred by Indemnitees in enforcing this indemnity), whether based on any federal, state or foreign laws, statutes, rules or regulations, on common law or equitable cause or on contract or otherwise, that may be imposed on, incurred by, or asserted against any such Indemnitee, in any manner relating to or arising out of (a) this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby (including the Lenders’ agreement to make Credit Extensions or the use or intended use of the proceeds thereof), the performance of the Indemnitees of their respective obligations hereunder or thereunder or the consummation of any transactions contemplated hereby or thereby, any enforcement of any of the Transaction Documents (including

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any sale of, collection from, or other realization upon any of the Collateral) and any reasonable and documented out-of-pocket attorneys’ fees and expenses of outside counsel for the Indemnitees and reasonable and documented court costs and any losses incurred directly as a result of a successful defense, in whole or in part, of any claim that an Agent breached its standard of care; or (b) any Fee Letter or any other fee letter between any Agent or any Lender and the Borrower with respect to the transactions contemplated by this Agreement or any other Transaction Document; provided that “Indemnified Liabilities” shall not include (i) special, punitive, indirect, incidental, exemplary or consequential damages (including lost profits), even if the Borrower have been advised of the possibility of such damages and regardless of the form of action unless actually incurred or payable by the Indemnitee, (ii) any liabilities, obligations, losses, damages, penalties, claims, actions, judgments, suits, fees, costs, expenses or disbursements to the extent the same have resulted from the bad faith, gross negligence or willful misconduct of such Indemnitee (as determined in a final, non-appealable judgment by a court of competent jurisdiction) or (iii) fees and out-of-pocket disbursements for more than one local outside counsel for each relevant jurisdiction for each Indemnitee as to any matter for which indemnification is sought; provided that, for the avoidance of doubt, clause (i) shall not limit the Borrower’s indemnity obligations herein in respect of any such types of damages described above which are successfully asserted against an Agent or other Indemnitee by third parties and are otherwise Indemnified Liabilities.

“Indemnified Taxes” means: (a) Taxes other than Excluded Taxes, imposed on or with respect to any payment made to a Recipient by or on account of any obligation of any Borrower Entity under any Transaction Document; and (b) to the extent not otherwise described in clause (a), Other Taxes.

“Indemnitee” is defined in Section 11.3(a).

“Independent” means as to any Person, any other Person (including a firm of accountants or lawyers and any member thereof or an investment bank and any member thereof) who (a) 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, (b) is not connected with such Person as an officer, employee, promoter, underwriter, voting trustee, partner, director or Person performing similar functions and (c) is not Affiliated with a firm that fails to satisfy the criteria set forth in clauses (a) and (b).  “Independent” when used with respect to any accountant may include an accountant who audits the books of any 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 Ethics of the American Institute of Certified Public Accountants.

“Independent Manager” means a person appointed in respect of a Borrower Entity who, (a) is an employee of, or is a special purpose corporation which is an Affiliate of or is operated by, employees of, or is otherwise provided by, any one of TMF Group, CT Corporation, Citadel SPV, Maples Fiduciary Services, Corporation Service Company, Puglisi & Associates, National Registered Agents, Inc. Wilmington Trust Company, Lord Securities Corporation, The Corporation Trust Company, or an Affiliate thereof, or, if none of those companies is then providing professional independent directors, independent persons or independent managers, another nationally-recognized company, in each case that is not an Affiliate of the Borrower and that provides professional independent directors, independent persons or independent managers and other corporate services in the ordinary course of its business; (b) in the case of any natural person,

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has (i) prior experience as an independent director, or independent person for a corporation, or as an independent director, independent person or independent manager or independent trustee for a limited liability company or trust, whose organizational documents (including any shareholders’ agreements) required the unanimous consent of all independent directors (or independent managers, independent persons or independent trustees) thereof before such corporation or limited liability company or trust could consent to the institution of bankruptcy or insolvency proceedings against it or could file a petition seeking relief under any applicable federal or state law relating to bankruptcy, and (ii) at least three years of employment experience with one of the entities listed above or one or more entities that provide, in the ordinary course of their respective businesses, advisory, management or placement services to issuers of securitization or structured finance instruments, agreements or securities; and (c) in the case of any natural person, is not, and has not been for a period of five (5) years prior to his or her appointment as an Independent Manager:  (i) a stockholder (whether direct, indirect or beneficial), director, member, manager, officer, employee, or partner, of (A) the Borrower, (B) the Collateral Manager, (C) the Equity Holder, or (D) any Affiliate of the Equity Holder, the Borrower or the Collateral Manager, (ii) a spouse, parent, sibling or child of any Person referred to in clause (i) above, (iii) an individual or other Person controlling or under common control with any such stockholder, director, member, manager, officer, employee, or partner, (iv) a trustee, conservator or receiver for the Equity Holder or any Affiliate (other than an Independent Manager or independent director, independent person or independent manager, as applicable, of the Borrower or any of its Affiliates that are structured to be special purpose entities) or (v) affiliated with a tax-exempt entity that receives significant contributions from the Equity Holder, the Collateral Manager or any of their Affiliates (other than in connection with his or her service as an independent manager, independent person or independent director or independent manager, as applicable, of the Borrower or any of its Affiliates that are structured to be special purpose entities); provided, however, such Independent Manager may be an independent director, independent person, independent trustee or independent manager of another special purpose entity affiliated with the Equity Holder, the Borrower or the Collateral Manager.

“Ineligible Asset” means (a) any equity security or any other interest or security that is not eligible for purchase by a Borrower Entity under the Transaction Documents, whether or not received with respect to a Collateral Obligation, or (b) any interest or security purchased as part of a “unit” with a Collateral Obligation and that itself is not eligible for purchase by a Borrower Entity under the Transaction Documents.

“Initial Credit Date” means the Closing Date.

“Initial FX Rate” means, with respect to any Collateral Obligation, the Current FX Rate for such Collateral Obligation as at the date on which the Acquisition of such Collateral Obligation has been approved pursuant to the provisions set forth in the Transaction Documents.

If a Borrower Entity has Committed to Acquire portions of a Collateral Obligation on more than one date and/or portions of a Collateral Obligation have been added to the Pledged Obligations on more than one date (including through follow-on investments), then each portion of such Collateral Obligation shall be treated as a separate Collateral Obligation for purposes of determining the Initial FX Rates therefor.

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“Insolvency Event” means, with respect to a specified Person, such Person becomes insolvent or is unable to pay its debts or fails or admits in writing in a judicial, regulatory or administrative proceeding or filing its inability generally to pay its debts as they become due.

“instruments” is defined in the UCC.

“Interest Collection Account” means the account maintained pursuant to Section 6.2(a), and any accounts or sub-accounts thereof deemed appropriate or necessary by the Collateral Agent or Accounts Securities Intermediary for convenience in administering such accounts including such sub-accounts as necessary to hold any Eligible Currency.

“Interest Only Security” means any obligation or security that does not provide in the related Underlying Instruments for the payment or repayment of a stated principal amount in one or more installments on or prior to its Stated Maturity; provided that, a term loan obligation on otherwise customary terms that provides for no amortization payments and a bullet maturity shall not constitute an “Interest Only Security” for the purposes hereof.

“Interest Period” means, with respect to each Credit Extension:

(a)the period from (and including) the related Credit Date to but excluding the immediately following Payment Date, and

(b)each successive period from and including each Payment Date to but excluding the immediately following Payment Date until the Obligations are repaid in full.

“Interest Priority of Payments” is defined in Section 7(a).

“Interest Proceeds” means, with respect to any Payment Date, without duplication:

(a)all payments of interest and dividends, commitment fees and facility fees received during the related Due Period on the Pledged Obligations (including any Reinvestment Income) and any compensation on account of delayed settlement of any Pledged Obligation, other than (x) any payment of interest received on any Defaulted Obligation if the outstanding principal amount thereof then due and payable has not been received by the Borrower Entities after giving effect to the receipt of such payments of interest and (y) the amounts as specified in clause (f) of the definition of Principal Proceeds;

(b)to the extent not included in the definition of “Sale Proceeds”, if so designated by the Collateral Manager and notice thereof is conveyed in writing to the Collateral Agent, the Administrative Agent and the Collateral Administrator, any portion of the accrued interest received during the related Due Period in connection with the sale of any Pledged Obligations (excluding accrued interest received in connection with the sale of (x) Defaulted Obligations if the outstanding principal amount thereof has not been received by the Borrower Entities after giving effect to such sale or (y) an asset that was Acquired with Principal Proceeds);

(c)unless otherwise designated by the Collateral Manager as Principal Proceeds and notice thereof is conveyed in writing to the Collateral Agent, the Administrative Agent and the Collateral Administrator, all amendment and waiver fees, all late payment fees and

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all other fees received during such Due Period in connection with the Pledged Obligations, excluding (A) fees received in connection with Defaulted Obligations (but only to the extent that the outstanding principal amount thereof has not been received by the Borrower Entities); (B) premiums (including prepayment premiums) constituting Principal Proceeds in accordance with subclause (c) of the definition thereof; and (C) fees received in connection with the lengthening of the maturity of the related Collateral Obligation or the reduction of the par of the related Collateral Obligation, in each case, as determined by the Collateral Manager with notice to the Collateral Agent, the Administrative Agent and the Collateral Administrator;

(d)any recoveries on Defaulted Obligations during the related Due Period in excess of the outstanding principal amount thereof at the time it became a Defaulted Obligation;

(e)(x) any amounts remaining on deposit in the Interest Collection Account from the immediately preceding Payment Date and (y) any Principal Proceeds transferred to the Interest Collection Account for application as Interest Proceeds as expressly provided for herein; and

(f)all payments of principal and interest on Eligible Investments purchased with the proceeds of any of subclauses (a) through (e) of this definition (without duplication), provided that:

(1)in connection with the final Payment Date, Interest Proceeds shall include any amount referred to in subclauses (a) through (f) above that is received from the sale of Collateral Obligations on or prior to the day immediately preceding the final Payment Date; and

(2)the Collateral Manager, by written notice to the Collateral Agent and the Administrative Agent, may from time to time designate amounts that would otherwise constitute “Interest Proceeds” hereunder to, instead, constitute Principal Proceeds hereunder (“Designated Principal Proceeds”), provided that, at the time of such designation and after giving effect thereto, sufficient Interest Proceeds are then on deposit in the Interest Collection Account in the relevant currencies to cover (x) the full amount of interest that will have accrued on and be payable hereunder in respect of the Loans on the next succeeding Payment Date in accordance with the Priority of Payments and (y) the aggregate amount of Administrative Expenses will have accrued on and be payable hereunder on the next succeeding Payment Date in accordance with the Priority of Payments.

“Interest Rate Determination Date” means, with respect to any Interest Period, the date that is two U.S. Government Securities Business Days prior to the first day of such Interest Period.

“Intermediary” is defined in Section 6.1.

“Investment Company Act” means the U.S. Investment Company Act of 1940.

“investment property” is defined in the UCC.

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“investments” is defined in the UCC.

“IRS” means the United States Internal Revenue Service.

“ISDA Definitions” means the 2014 ISDA Credit Derivatives Definitions published by the International Swaps and Derivatives Association, Inc. or any successor thereto, as amended or supplemented from time to time, or any successor definitional booklet for credit rate derivatives published from time to time by the International Swaps and Derivatives Association, Inc. or such successor thereto.

“Judgment Currency” and “Judgment Currency Conversion Date” are defined in Section 11.22.

“knowledge” of a Person means the actual knowledge of an Authorized Officer of such Person.

“Legal Maturity Date” means the earlier of (a) the Scheduled Legal Maturity Date and (b) the date on which all Loans shall become due and payable in full hereunder, whether by acceleration or otherwise.

“Lender” means each financial institution listed on the signature pages hereto as a Lender, and any other Person that becomes a party hereto pursuant to an Assignment Agreement.

“Lender Fee Letter” means the Fee Letter dated on or around the Closing Date between the Administrative Agent, each of the Lenders and the Borrower with respect to certain fees to be paid from time to time to the Lenders (as amended, restated, modified or otherwise supplemented from time to time).

“Lien” means (a) any lien, mortgage, pledge, assignment, security interest, charge or encumbrance of any kind (including any agreement to give any of the foregoing, any conditional sale or other title retention agreement, and any lease or license in the nature thereof) and any option, trust or other preferential arrangement having the practical effect of any of the foregoing and (b) in the case of Securities, any purchase option, call or similar right of a third party with respect to such Securities.

“Lien Opinion” is defined in Section 5.4(a).

“Loan” is defined in Section 2.1(a).

“Loan Amount” means, as at any time, the aggregate principal amount of the Loans outstanding at such time.

“Loan Obligation” means a commercial loan (including a Participation therein).

“Loan Register” is defined in Section 13.5(l).

“Make-Whole Amount” means, in connection with a Make-Whole Event, an amount equal to the product of (a) either (i) the amount of the relevant Voluntary Commitment

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Reduction or (ii) the amount of the Commitments at the time of acceleration, as applicable, multiplied by (b) 1.0%.

“Make-Whole Event” means (a) any Voluntary Commitment Reduction of the Commitments pursuant to Section 2.8(b) or (b) the acceleration of the Loans and other Obligations pursuant to Section 9, in each case, prior to the date that is one year following the Closing Date; provided, that a “Make-Whole Event” shall not be deemed to have occurred at any time during which GS ASL LLC is no longer the Administrative Agent.

“Mandatory Prepayment Amount” means an amount equal to (a) with respect to the period beginning on the first day of the Amortization Period and ending on the date that is one-year thereafter, 75% of all Principal Proceeds received in relation to the related Due Period, (b) with respect to the period beginning on the date that is one-year following the first day of the Amortization Period and ending on the date that is eight months thereafter, 85% of all Principal Proceeds received in relation to the related Due Period and (c) at any time thereafter, 100% of all Principal Proceeds received in relation to the related Due Period; provided that, if, at any time during the Amortization Period, the total number of unique Obligors (counting all Obligors that are Affiliates as one Obligor for this purpose) in the Collateral Portfolio is less than eight, the Mandatory Prepayment Amount shall be 100% of all Principal Proceeds received in relation to the related Due Period.

“Margin Funding Notice” has the meaning set forth in the Margining Agreement.

“Margin Stock” means Margin stock as defined under Regulation U, including any debt security which is by its terms convertible into “Margin Stock”.

“Margining Agreement” means the Margining Agreement among the Borrower, the Administrative Agent and the Calculation Agent.

“Material Action” means to:  (a) file or consent to the filing of any bankruptcy, insolvency or reorganization petition under any applicable federal, state or other law relating to a bankruptcy naming a Borrower Entity as debtor or other initiation of bankruptcy or insolvency proceedings by or against a Borrower Entity, or otherwise seek, with respect to a Borrower Entity, relief under any laws relating to the relief from debts or the protection of debtors generally; (b) seek or consent to the appointment of a receiver, liquidator, conservator, assignee, trustee, sequestrator, custodian or any similar official for a Borrower Entity or all or any portion of its properties; (c) make or consent to any assignment for the benefit of a Borrower Entity’s creditors generally; (d) admit in writing the inability of a Borrower Entity to pay its debts generally as they become due; (e) petition for or consent to substantive consolidation of a Borrower Entity with any other person; (f) amend or alter or otherwise modify or remove all or any part of the “Special Purpose Provisions” of the Constitutive Documents of the Borrower (as defined therein) or any similar provision of the Constitutive Documents of any other Borrower Entity; or (g) amend, alter or otherwise modify or remove all or any part of the definition of “Independent Manager” or the definition of “Material Action” (or any similar or analogous term or provision) in the Constitutive Documents of any Borrower Entity.

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“Material Adverse Effect” means a material adverse effect on and/or material adverse developments with respect to (a) the business, operations, properties, assets or financial condition of the Borrower and its Subsidiaries (taken as a whole) or the Collateral Manager; (b) the ability of any Credit Party or the Collateral Manager, as applicable, to fully and timely perform its Obligations; (c) the legality, validity, binding effect or enforceability of a Transaction Document; or (d) the rights, remedies and benefits available to, or conferred upon, any Agent, any Lender or any other Secured Party under any Transaction Document.

“Material Amendment Information” means, with respect to each Collateral Obligation:

(a)all written information describing the terms of amendments, waivers, modifications or supplements to any Underlying Instrument governing such Collateral Obligation (including with respect to the imposition of a replacement index for the stated benchmark, if applicable), including any written requests or written communications related thereto; provided that requests or communications relating thereto will not constitute “Material Amendment Information” to the extent that such request or communication consists solely of informal discussions relating to amendments, waivers, modifications or supplements or of administrative matters in connection therewith; and

(b)copies of each executed or agreed amendment, waiver, modification and supplement to such Underlying Instruments.

“Material Contract” means any contract or other arrangement to which any Borrower Entity is a party (other than the Transaction Documents) for which breach, nonperformance, cancellation or failure to renew could reasonably be expected to have a Material Adverse Effect.

“Material Modification Draft Amendment Package” is defined in Section 8.5(a)(1).

“maturity” means, with respect to any Collateral Obligation, the date on which such obligation shall be deemed to mature (or its maturity date), which shall be the earlier of (a) the Stated Maturity of such obligation and (b) if a Borrower Entity has a right to require the issuer or Obligor of such Collateral Obligation to purchase, redeem or retire such Collateral Obligation (at par) on any one or more dates prior to its Stated Maturity (a “put right”) and the Collateral Manager determines that it shall exercise such put right on any such date, the maturity date shall be the date specified in a certification provided to the Collateral Agent, the Administrative Agent and Collateral Administrator.

“Maturity Date” means the earlier of (a) the Scheduled Maturity Date and (b) the date on which all Loans shall become due and payable in full hereunder, whether by acceleration or otherwise.

“Maximum Facility Amount” means, at any date, (a) $200,000,000 plus (b) the aggregate amount of New Commitments that have become effective after the Closing Date and on or prior to such date.

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“Minimum Utilization Amount” has the meaning set forth in the Commitment Fee Letter.

“Monetary Default” means either (x) a default by a party in the payment of money (other than ordinary course expense reimbursements) when due under a contractual arrangement (determined without regard to any grace period otherwise specified other than any grace period provided solely for administrative or ministerial error), or (y) a default by such party in the performance or observance of any other obligation thereunder (determined without regard to any grace period otherwise specified) that by its terms can be cured solely by the payment of money, that with the giving of notice or lapse of time or both, would become an event of default with respect to such party, in each case, in an amount equal to or greater than $10,000,000.

“money” is defined in the UCC.

“Moody’s” means Moody’s Investors Service, Inc.

“Multiemployer Plan” means a multiemployer plan as defined in Section 4001(a)(3) of ERISA.

“Natural Person” means a natural person, or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of, a natural person.

“New Commitments” and “New Loan” are defined in Section 2.1(e).

“Non-Consenting Lender” is defined in Section 2.18.

“Non-Defaulting Lender” means, at any time, each Lender that is not a Defaulting Lender at such time.

“Non-Private Asset” means a Collateral Obligation designated as such pursuant to Section 8.2(a).

“Non-Sponsored Obligor” means an Obligor that is not majority owned or controlled by a Financial Sponsor.

“Note” means a promissory note (if any) evidencing the Loans in substance reasonably satisfactory to the Borrower, the Administrative Agent and the Lender requesting such promissory note.

“Noteless Loan” means a Loan Obligation with respect to which the Underlying Instruments either (i) do not require the Obligor to execute and deliver a promissory note to evidence the indebtedness created under such Loan Obligation or (ii) require execution and delivery of such a promissory note only upon the request of any holder of the indebtedness created under such Loan Obligation, and as to which the applicable Borrower Entity has not requested a promissory note from the related Obligor.

“Obligation Currency” is defined in Section 11.22.

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“Obligations” means all obligations (whether now existing or hereafter arising, absolute or contingent, joint, several or independent) of every nature of each Credit Party, including obligations from time to time owed to the Agents (including former Agents), the Bank Parties, the Lenders or any of them, under any Transaction Document, whether for principal, interest (including interest which, but for the filing of a petition in bankruptcy with respect to such Credit Party, would have accrued on any Obligation, whether or not a claim is allowed against such Credit Party for such interest in the related bankruptcy proceeding), Ancillary Amounts (including Make-Whole Amounts), Agent Fees, other fees, expenses, indemnification or otherwise.

“Obligor” means, with respect to any Loan Obligation, any Person or Persons obligated to make payments pursuant to or with respect to such Loan Obligation, including any guarantor thereof.

“Offer” means, with respect to any Collateral Obligation or Eligible Investment, any offer by the issuer or borrower thereof or by any other Person made to all of the holders thereof to purchase or otherwise Acquire such Collateral Obligation or Eligible Investment; to exchange such Collateral Obligation or Eligible Investment for any other security, debt obligation, Cash or other property (other than, in any case, pursuant to any redemption in accordance with the terms of any related Underlying Instrument or for the purpose of registering the security or debt obligation).

“Officer” means, (a) with respect to a Borrower Entity, any member or manager of such Borrower Entity or any other Person authorized thereby to take any and all actions necessary to consummate the transactions contemplated by the Transaction Documents; (b) with respect to any other entity that is a partnership, any general partner thereof or any Person authorized by such entity; (c) with respect to any other entity that is a limited liability company, any member thereof or any Person authorized by such entity; and (d) with respect to the Collateral Agent and any bank or trust company acting as trustee of an express trust or as custodian or agent, any vice president or assistant vice president of such entity or any officer customarily performing functions similar to those performed by a vice president or assistant vice president of such entity.

“Officer’s Certificate” means, with respect to any Person, a certificate signed by an Authorized Officer of such Person.

“Opinion of Counsel” means a written opinion addressed to the Administrative Agent and the Collateral Agent, in form and substance reasonably satisfactory to the Administrative Agent, of a nationally or internationally recognized law firm or an attorney admitted to practice (or 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 of any other relevant jurisdiction, in the case of an opinion relating to the laws of such other jurisdiction) in the relevant jurisdiction, which attorney may, except as otherwise expressly provided in this Agreement, be counsel for the Borrower or the Collateral Manager and which attorney or firm shall be reasonably satisfactory to the Administrative Agent.  Whenever an Opinion of Counsel is required hereunder, such Opinion of Counsel may rely on opinions of other counsel who are so admitted and otherwise satisfactory which opinions of other counsel shall accompany such

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Opinion of Counsel and shall be addressed to the Administrative Agent and Collateral Agent (or shall state that the Administrative Agent and the Collateral Agent shall be entitled to rely thereon).

“Organizational Documents” means (a) with respect to any corporation or company, its certificate, memorandum or articles of incorporation, organization or association and its by-laws; (b) with respect to any limited partnership, its certificate or declaration of limited partnership and its partnership agreement; (c) with respect to any general partnership, its partnership agreement and (d) with respect to any limited liability company, its articles of organization and its operating agreement.  If any term or condition of this Agreement or any other Transaction Document requires any Organizational Document to be certified by a secretary of state or similar governmental official, the reference to any such Organizational Document shall only be to a document of a type customarily certified by such governmental official.  Without limiting the foregoing, the Constitutive Documents of any Person shall constitute Organizational Documents for such Person.

“Original Asset Amount” means, for any Collateral Obligation, the par amount of such Collateral Obligation Acquired by the Borrower Entities (stated in the Specified Currency in which such Collateral Obligation is denominated).  The Original Asset Amount for a Collateral Obligation shall be a static number that shall not change during the term of this Agreement, regardless of any Dispositions (in whole or in part) of or other realization or recoveries on such Collateral Obligation.

“Originated Collateral Obligation” means a Collateral Obligation that a Borrower Entity or an agent or affiliate thereof Commits to originate.

“Other Connection Taxes” means, with respect to any Recipient, Taxes imposed as a result of a present or former connection between such Recipient and the jurisdiction imposing such Tax (other than connections arising from such Recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Transaction Document, or sold or assigned an interest in any Loan or Transaction Document).

“Other Taxes” means all present or future stamp, court, documentary, intangible, recording, filing or similar Taxes that arise from any payment made hereunder, from the execution, delivery, performance, enforcement or registration of, from the receipt or perfection of a security interest under, or otherwise with respect to, this Agreement or any other Transaction Document, except any such Taxes that are Other Connection Taxes imposed with respect to an assignment (other than an assignment made pursuant to Section 2.18).

“Outbound Investment Rules” means the regulations administered and enforced, together with any related public guidance issued, by the United States Treasury Department under U.S. Executive Order 14105 of August 9, 2023, or any similar law or regulation, as of the date of this Agreement, and as codified at 31 C.F.R. § 850.101 et seq.

“Pari-Passu Obligation” means other indebtedness for borrowed money owing by the Obligor on a Collateral Obligation to the extent that such Collateral Obligation is pari passu with or subordinated to such other indebtedness.

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“Partial PIK Obligation” means a PIK Obligation with respect to which, at the time of its Acquisition, (1) the applicable benchmark is being paid in cash, (2) at least the higher of (i) 250 basis points and (ii) 60% of the applicable interest margin (calculated prior to giving effect to any step-up in margin triggered by any PIK Event) is being paid in cash and (3) the Obligor is not permitted to defer or capitalize interest with respect to the obligation for any month after the first twenty-four (24) months, starting from the date such Collateral Obligation is originated.

“Partial PIK for Life Obligation” means a PIK Obligation (i) that would constitute a Partial PIK Obligation except that the Obligor is permitted to defer or capitalize interest with respect to the obligation for any month after the first twenty-four (24) months, starting from the date such Collateral Obligation is originated and (ii) with respect to which, at the time of its Acquisition, (1) the applicable benchmark is being paid in cash and (2) at least the higher of (i) 300 basis points and (ii) 60% of the applicable interest margin (calculated prior to giving effect to any step-up in margin triggered by any PIK Event) is being paid in cash.

“Participant Register” is defined in Section 11.6(g)(1).

“Participation” means an interest in a loan or other debt obligation Acquired indirectly by way of participation from a Selling Institution.

“PATRIOT Act” means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)).

“Payment” is defined in Section 11.25(a).

“Payment Account” means the account maintained pursuant to Section 6.3(a), and any accounts or sub-accounts thereof deemed appropriate or necessary by the Collateral Agent or Accounts Securities Intermediary for convenience in administering such accounts including such sub-accounts as necessary to hold any Eligible Currency.

“Payment Date” means each of the following, as applicable:

(a)the First Payment Date;

(b)the 1st day of each calendar month thereafter; and

(c)the Legal Maturity Date.

If any such date is not a Business Day, the Payment Date shall be the next following Business Day.

“Payment Notice” is defined in Section 11.25(b).

“Payment Period” means each period from, and including, a Payment Date (or in the case of the first Payment Period, the Closing Date) to but excluding the immediately succeeding Payment Date.

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“PBGC” means the Pension Benefit Guaranty Corporation.

“Pension Plan” means any employee pension benefit plan, other than a Multiemployer Plan, which is subject to Section 412 of the Code or Section 302 of ERISA and in respect of which the Borrower or any ERISA Affiliate thereof (and, solely with respect to the definition of “ERISA Event”, in respect of which any Credit Party or any ERISA Affiliate thereof) is an “employer” as defined in Section 3(5) of ERISA.

“Permitted Additional Subsidiary” means a direct wholly owned Subsidiary of the Borrower that is formed with the express consent of the Administrative Agent (which consent the Administrative Agent may give, withhold or condition in its sole and absolute discretion).

“Permitted Lien” means, with respect to the Collateral:  (a) security interests, liens and other encumbrances created pursuant to the Transaction Documents; (b) with respect to agented Collateral Obligations, customary security interests, liens and other encumbrances in favor of the lead agent, the collateral agent or the paying agent on behalf of all holders of indebtedness of such Obligor under the related facility; (c) Liens for Taxes if such Taxes shall not at the time be due and payable, a Person is contesting the validity thereof in good faith by appropriate proceedings and with respect to which adequate reserves in accordance with GAAP have been provided on the books of such Person and (d) in the case of Collateral Obligations that are Loan Obligations, customary and market based restrictions on transferability pursuant to the Underlying Instruments at the time of Acquisition of the Collateral Obligation.

“Permitted Repurchases” is defined in Section 8.3.

“Permitted RIC Distribution” means an Equity Distribution to the Equity Holder (from the Collection Account or otherwise) to the extent required to allow the Equity Holder to make sufficient distributions to allow the Equity Holder to qualify as a regulated investment company, and to otherwise eliminate or minimize federal or state income or excise taxes payable by the Equity Holder in or with respect to any taxable year of the Equity Holder (or any calendar year, as relevant), in each case as evidenced by the Borrower to the Administrative Agent in a manner reasonably acceptable to the Administrative Agent; provided that (A) the amount of any such payments made in or with respect to any such taxable year (or calendar year, as relevant) of the Equity Holder shall not exceed 115% of the amounts that the Borrower would have been required to distribute to the Equity Holder to:  (i) allow the Equity Holder to satisfy the minimum distribution requirements that would be imposed by Section 852(a) of the Code (or any successor thereto) to maintain its eligibility to be taxed as a regulated investment company for any such taxable year, (ii) reduce to zero for any such taxable year the Equity Holder’s liability for federal income taxes in relation to the Borrower imposed on (x) its investment company taxable income in relation to the Borrower pursuant to Section 852(b)(1) of the Code (or any successor thereto) and (y) its net capital gain pursuant to Section 852(b)(3) of the Code (or any successor thereto), and (iii) reduce to zero the Borrower’s liability for federal excise taxes for any such calendar year imposed pursuant to Section 4982 of the Code (or any successor thereto), in the case of each of (i), (ii) or (iii), calculated assuming that the Borrower had qualified to be taxed as a regulated investment company under the Code and (B) after the occurrence and during the continuance of an Event of Default or any Borrowing Base Deficiency, all such distributions shall be prohibited unless otherwise consented to by the Administrative Agent in its sole discretion.

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“Person” means and includes natural persons, corporations, limited partnerships, general partnerships, limited liability companies, limited liability partnerships, joint stock companies, joint ventures, associations, companies, trusts, banks, trust companies, land trusts, business trusts or other organizations, whether or not legal entities, and Governmental Authorities.

“PIK Event” means the deferring or capitalizing of any payment of principal or interest pursuant to any “pay in kind” or capitalization of payments provision.

“PIK Obligation” means a Collateral Obligation that permits the Obligor thereon to defer or capitalize any portion of the accrued interest thereon in accordance with the terms of the applicable Underlying Instruments as of such date.

“Platform” means Debt Domain, Intralinks, SyndTrak or another relevant website or other information platform.

“Pledge and Security Agreement” means the Pledge and Security Agreement dated on or around the Closing Date between the Borrower, the other Grantors (if any), GS ASL LLC, in its capacity as Administrative Agent, Goldman Sachs, in its capacity as Lender, and the Collateral Agent (as amended, restated, modified or otherwise supplemented from time to time).

“Pledged Obligations” means, on any date of determination, the Collateral Obligations and the Eligible Investments owned by the Borrower Entities that have been Granted to the Collateral Agent under the Transaction Documents.

“Power of Attorney” means the power of attorney dated on or around the Closing Date by the Borrower Entities in favor of the Collateral Agent for the benefit of the Secured Parties (as amended, restated, modified or otherwise supplemented from time to time).

“Preliminary Documentation Package” means, for each Collateral Obligation, (a) the original executed note (if any) or a copy thereof; (b) in the case of Collateral Obligations Acquired by assignment, a copy of each executed document or instrument evidencing the assignment of such Collateral Obligation to the Borrower; (c) in the case of Originated Collateral Obligations by the Borrower, a copy of the principal loan agreement governing such Collateral Obligation; and (d) any applicable Administrative Agent Cooperation Agreements.

“Prime Rate” means the rate of interest quoted in the print edition of The Wall Street Journal, Money Rates Section as the Prime Rate (currently defined as the base rate on corporate loans posted by at least 75% of the nation’s thirty largest banks), as in effect from time to time.  The Prime Rate is a reference rate and does not necessarily represent the lowest or best rate actually charged to any customer.  The Administrative Agent or any other Lender may make commercial loans or other loans at rates of interest at, above or below the Prime Rate.

“Principal Balance” means as of any date of determination, with respect to (a) any Collateral Obligation, the Collateral Obligation Notional Amount (excluding any deferred or capitalized interest thereon) of such Collateral Obligation on such date; and (b) any Eligible Investment or Cash, the Balance of such Eligible Investment or Cash.

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“Principal Collection Account” means the account maintained pursuant to Section 6.2(b), and any accounts or sub-accounts thereof deemed appropriate or necessary by the Collateral Agent or Accounts Securities Intermediary for convenience in administering such accounts including such sub-accounts as necessary to hold any Eligible Currency.

“Principal Office” means, for each Agent, such Person’s office as set forth on Appendix B, or such other office or office of a third party or sub-agent, as appropriate, as such Person may from time to time designate in writing to the Borrower, the Administrative Agent, the Collateral Agent and each Lender.

“Principal Payments” means, with respect to any Payment Date, an amount equal to the sum of any cash payments of principal (including optional or mandatory redemptions or prepayments) received on the Pledged Obligations during the related Due Period, including payments of principal received in respect of exchange offers and tender offers and recoveries on Defaulted Obligations up to the outstanding principal amount thereof, but not including Sale Proceeds.

“Principal Priority of Payments” is defined in Section 7(b).

“Principal Proceeds” means, with respect to any Payment Date, without duplication:

(a)all Principal Payments received during the related Due Period on the Pledged Obligations;

(b)any amounts, distributions or proceeds (including resulting from any sale) received in cash on any Defaulted Obligations (other than proceeds that constitute Interest Proceeds under subclause (b) or (e) of the definition thereof) during the related Due Period to the extent the outstanding principal amount thereof at the time such obligation became a Defaulted Obligation has not been received by a Borrower Entity after giving effect to the receipt of such amounts, distributions or proceeds, as the case may be;

(c)all premiums (including prepayment premiums) received during the related Due Period on the Collateral Obligations;

(d)any Principal Proceeds and unused proceeds designated for application as Principal Proceeds as expressly provided for herein;

(e)Sale Proceeds received during the related Due Period;

(f)any accrued interest purchased after the Closing Date with Principal Proceeds that is received after the First Payment Date;

(g)all other payments received during the related Due Period on the Collateral not included in Interest Proceeds;

(h)all Designated Principal Proceeds; and

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(i)all proceeds of any Loan not immediately applied to one of the purposes described in Section 2.3(a), (b), (c) or (e).

“Priority of Payments” is defined in Section 7.

“Private Asset” means a Collateral Obligation designated as such pursuant to Section 8.2(a).

“Pro Rata Share” means, with respect to all payments, computations and other matters relating to the Loans of any Lender at any time, the percentage obtained by dividing (a) the outstanding principal amount of the Loans plus the aggregate unused Commitments of that Lender at such time by (b) the aggregate outstanding principal amount of the Loans plus the aggregate unused Commitments of all Lenders at such time.

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

“Proceeds” means (a) any property (including but not limited to Cash and securities) received as a Distribution on the Collateral or any portion thereof, (b) any property (including but not limited to Cash and securities) received in connection with the sale, liquidation, exchange or other disposition of the Collateral or any portion thereof and, (c) all proceeds (as such term is defined in the UCC) of the Collateral or any portion thereof.

“Property” means any right or interest in or to property of any kind whatsoever, whether real, personal or mixed and whether tangible or intangible, including, without limitation, Equity Interests.

“Proposed Collateral Obligation” means a Collateral Obligation that the Collateral Manager has proposed to be Acquired by a Borrower Entity.

“QFC” has the meaning assigned to the term “qualified financial contract” in, and shall be interpreted in accordance with, 12 U.S.C. 5390(c)(8)(D).

“Qualified Purchaser” means “qualified purchaser” within the meaning of the Investment Company Act.

“Ramp-Up Period” means the period commencing on the Closing Date and ending on (and excluding) the twelve-month anniversary of the Closing Date.

“Recipient” means Administrative Agent, any Lender or any other recipient of any payment to be made by or on account of any obligation of the Borrower hereunder.

“Recurring Revenue Loan” means a loan 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, as determined by the Calculation Agent in its sole discretion.

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“Reference Time” means, with respect to the setting of the then-current Benchmark with respect to Adjusted Term SOFR, the time determined by the Administrative Agent in accordance with the definition of “Adjusted Term SOFR” hereunder.

“Reg W Affiliate” means any “affiliate” as defined in Regulation W (12 C.F.R. Part 223).

“Register” is defined in Section 2.4(b).

“Registered” means a debt obligation that is in registered form within the meaning of Section 881(c)(2)(B)(i) of the Code and the United States Treasury regulations promulgated thereunder.

“Regulation A”, “Regulation D”, “Regulation T”, “Regulation U” and “Regulation X” mean Regulations A, D, T, U and X, respectively, of the Board of Governors and all official rulings and interpretations thereunder or thereof.

“Reinvestment Criteria” means the criteria set forth in the Transaction Documents (including the criteria set forth in the definitions of “Collateral Obligation”, “Collateral Obligation Criteria” and “Collateral Portfolio Requirements” set forth therein and obtaining the consent of the Administrative Agent on behalf of the Lenders) that, pursuant to the terms set forth in the Transaction Documents are required to be satisfied as a condition to the Acquisition of a Collateral Obligation.

“Reinvestment Income” means any interest or other earnings on unused proceeds deposited in the Principal Collection Account.

“Reinvestment Period” means the period from the Closing Date to and including the earlier of (x) the three-year anniversary of the Closing Date, (y) the date on which an Extraordinary Event occurs and (z) the Maturity Date.

“Related Parties” means, with respect to any Person, such Person’s Affiliates and the partners, directors, officers, employees, agents, trustees, administrators, managers, advisors and representatives of such Person and of such Person’s Affiliates.

“Relevant Governmental Body” means, the Federal Reserve Board and/or the FRBNY, or a committee officially endorsed or convened by the Federal Reserve Board and/or the FRBNY or any successor thereto or, with respect to any Benchmark Replacement any central bank or other supervisor that is responsible for supervising either (i) such Benchmark Replacement, (ii) the administrator of such Benchmark Replacement, (iii) a group of those central banks or other supervisors or (iv) the Financial Stability Board or any part thereof.

“Replacement Lender” is defined in Section 2.18.

“Requesting Party” is defined in Exhibit D.

“Requisite Lenders” means, at any time, (a) any Lender Affiliated with the Administrative Agent and (b) the Lenders holding more than 50% of the sum of (i) the aggregate

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principal amount of the Loans outstanding at such time and (ii) the aggregate unused Commitments at such time (but, to the extent there is more than one Lender at such time, if any Lender shall be a Defaulting Lender at such time, then there shall be excluded from the determination of Requisite Lenders any Loans owing to such Defaulting Lender and such Defaulting Lender’s unused Commitments); provided that, if there is more than one Lender that is not a Defaulting Lender, “Requisite Lenders” in all cases must include at least two Lenders; provided, further, that, with respect to any Lender (counting all Lenders that are Affiliated with another Lender or are advised or managed by the same investment manager as a single Lender for the purposes of this proviso) that is a party hereto as of the Closing Date, if such Lender continues to hold aggregate Commitments in an amount equal to the aggregate Commitments held by such Lender as of the Closing Date, then such Lender shall be a “Requisite Lender” for the purposes of this definition.

“Requisite Tenor” means, with respect to determination of any Benchmark or the calculation of any rate based on such Benchmark, the tenor or tenors of such Benchmark that are necessary to making such determination or making such calculations.

“Reserved Expenses” is defined in Section 6.3(d).

“Resolution Authority” means any body which has authority to exercise any Write-down and Conversion Powers.

“Restructuring” means, with respect to a Collateral Obligation, a “Restructuring” (as defined in Section 4.7 of the ISDA Definitions) has occurred in respect of the Collateral Obligation except that, for such purposes, Section 4.7(a)(iv) of the ISDA Definitions shall be amended to include the following prior to “; or”:  “or a release of liens or other credit support for the Obligation; or any other change that materially reduces the level of subordination enhancing the Obligation”.  For purposes of this Agreement, the “Multiple Holder Obligation” provisions of the ISDA Definitions will not be applicable in determining whether any such Restructuring occurs.

“Revolving Collateral Obligation” means any loan (including revolving loans, funded and unfunded portions of revolving credit lines and letter of credit facilities, 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 related Obligor by the Borrower (subject only to the satisfaction of customary conditions to borrowing for revolving credit facilities including accuracy of representations and warranties made by the related Obligor and the absence of any default or event of default under the Underlying Instruments); provided that any such obligation will be a Revolving Collateral Obligation only until all commitments to make advances to the Obligor expire or are terminated or irrevocably reduced to zero.

“S&P” means S&P Global Ratings, an S&P global business.

“Sale Agreement” means the Loan Sale Agreement dated March 11, 2026 between the Seller and the Borrower (as further amended, restated, modified or otherwise supplemented from time to time pursuant to the terms thereof).

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“Sale Proceeds” means all amounts representing:

(a)proceeds from the sale or other disposition of any Collateral Obligation or any other property received by a Borrower Entity;

(b)at the Collateral Manager’s sole discretion (with notice to the Collateral Agent, the Administrative Agent and the Collateral Administrator), any accrued interest received in connection with any Eligible Investment purchased with any proceeds described in subclause (a) above; and

(c)any proceeds of the foregoing, including from the sale of Eligible Investments purchased with any proceeds described in subclause (a) above (including any accrued interest thereon, but only to the extent so provided in subclause (b) above).

In the case of each of subclauses (a) through (c), Sale Proceeds shall only include proceeds received on or prior to the last day of the relevant Due Period (or with respect to the final Payment Date, the day immediately preceding the final Payment Date).

“Sanctioned Person” means a Person with whom or which transactions or dealings are restricted or prohibited under Sanctions including by virtue of being: (i) named on any Sanctions-related list of designated Persons, including without limitation, the List of Specially Designated Nationals and Blocked Persons or any other list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”) or the U.S. Department of State, the EU Consolidated Sanctions List, the United Nations Security Council Consolidated List, the Consolidated List of Financial Sanctions Targets maintained by The Office of Financial Sanctions Implementation of His Majesty’s Treasury, (ii) located in, resident of, or incorporated under the laws of, any country or territory that itself is the target of comprehensive Sanctions (as of the date of this Agreement, Cuba, Iran, North Korea, and the Crimea, Donetsk, Kherson, Luhansk and Zaporizhzhia regions of Ukraine, (each, a “Sanctioned Territory”)), or (iii) 50% or more owned or controlled (as such terms are defined by the relevant Sanctions authority) by any of the foregoing.

“Sanctions” means all economic or financial sanctions or trade embargoes, and the associated laws, rules, regulations, orders, directives, and guidance issued thereunder, imposed, administered or enforced from time to time by the United States (including by the U.S. Department of State or OFAC), the United Nations Security Council, the European Union, the United Kingdom, and any other relevant jurisdiction.

“Schedule of Collateral Obligations” means the schedule of Collateral Obligations, which shall list each Collateral Obligation Acquired by the Borrower Entities, delivered pursuant to Section 3 on the Closing Date, or any other schedule substantially in the same form, and supplemented, in either case, by additional information regarding Collateral Obligations Acquired by the Borrower Entities, in each case as amended from time to time to reflect the release of Collateral Obligations and the inclusion of Collateral Obligations pursuant to the terms and conditions hereof.

“Scheduled Maturity Date” means the five-year anniversary of the Closing Date.

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“Scheduled Legal Maturity Date” means the eight-year anniversary of the end of the Reinvestment Period, provided that the Borrower and the Administrative Agent (acting at the direction of the Lenders) may agree on an extended date in their sole discretion.

“Screen Page” means the page of the Thompson Reuters Screen (or any replacement Thomson Reuters page which displays that rate) (or on the appropriate page of such other information service which publishes that rate from time to time in place of Thompson Reuters).  If any such page or service ceases to be available, the Administrative Agent may specify another page or service displaying the relevant rate.

“Secured Parties” means the Agents, the Lenders and each other Person (if any) identified as a “Secured Party” in any of the Collateral Documents.

“Securities” means any stock, shares, partnership interests, voting trust certificates, certificates of interest or participation in any profit-sharing agreement or arrangement, options, warrants, bonds, debentures, notes, or other evidences of indebtedness, secured or unsecured, convertible, subordinated or otherwise, or in general any instruments commonly known as “securities” or any certificates of interest, shares or participations in temporary or interim certificates for the purchase or acquisition of, or any right to subscribe to, purchase or Acquire, any of the foregoing.

“securities” is defined in the UCC.

“Securities Account Control Agreement” means the Securities Account Control Agreement dated on or around the Closing Date between the Borrower and the Bank, as Collateral Agent, the Bank, as Accounts Securities Intermediary, and the Administrative Agent.

“Securities Act” means the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder by the U.S. Securities and Exchange Commission.

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

“Security Entitlement” is defined in Section 8-102(a)(17) of the UCC.

“Seller” means the Equity Holder under the Sale Agreement.

“Selling Institution” means an institution from which a Participation would be Acquired.

“Senior Unitranche Loan” means a senior unitranche loan as determined by the Calculation Agent in its discretion; provided that if there is a first-in first-out portion with respect to such unitranche loan, such first-in first-out portion (or any analogous arrangement among lenders that creates a contractual subordination) must comprise less than 20% of the aggregate principal amount of such loan.  For the avoidance of doubt, a First-Lien Last-Out Collateral Obligation will not be a Senior Unitranche Loan.

“Servicing Standard” is defined in Section 13.2(d).

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“SOFR” means, for any day, the secured overnight financing rate published for such day by the FRBNY, as the administrator of the benchmark, (or a successor administrator) on the FRBNY’s website.

“Specified Credit Party” means a Credit Party other than a Guarantor Entity.

“Specified Currency” means:

(a)in respect of each Loan and all principal and interest payments on Loans hereunder, USD;

(b)in respect of any obligation or payment to be made hereunder or under any of the other Transaction Documents or in connection herewith or therewith other than as set forth in clause (a), USD, unless payment in another currency is specifically approved in writing by the Administrative Agent; and

(c)in respect of any Collateral Obligation, the currency (if any) in which such Collateral Obligation is denominated and payable as may be approved by the Administrative Agent.

“Specified Information” is defined in Section 5.14.

“Specified Payment Amounts” means, with respect to any Payment Date, all Extraordinary Expense Amounts that the Collateral Manager has designated in writing to the Collateral Agent and the Administrative Agent, prior to the related Determination Date, as the “Specified Payment Amounts” (if any) for such Payment Date.

“Specified Payment Waterfall Provisions” means clause (12) of the Interest Priority of Payments and clause (7) of the Principal Priority of Payments.

“Specified Person” is defined in Section 10.7(b).

“Sponsored Obligor” means an Obligor that is not a Non-Sponsored Obligor.

“Spread” means 2.15% per annum.

“Standby Directed Investment” means Goldman Sachs Govt Obligations MMF #465 (VP5000154).

“Stated Maturity” means, with respect to any security or debt obligation, the date specified in such security or debt obligation as the fixed date on which the final payment of principal of such security or debt obligation is due and payable or, if such date is not a Business Day, the next following Business Day.

“Structured Finance Obligation” means any obligation secured directly by, referenced to, or representing ownership of, a pool of receivables or other financial assets of any Obligor, including collateralized debt obligations and mortgage-backed securities.

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“Subordinate Interests” means the rights of the Borrower and the Equity Holder in and to the Collateral.

“Subsidiary” means, with respect to any Person, any corporation, partnership, limited liability company, association, joint venture or other business entity of which more than 50% of the total voting power of shares of stock or other ownership interests entitled (without regard to the occurrence of any contingency) to vote in the election of the Person or Persons (whether directors, managers, trustees or other Persons performing similar functions) having the power to direct or cause the direction of the management and policies thereof is at the time owned or controlled, directly or indirectly, by that Person or one or more of the other Subsidiaries of that Person or a combination thereof; provided that, in determining the percentage of ownership interests of any Person controlled by another Person, no ownership interest in the nature of a “qualifying share” of the former Person shall be deemed to be outstanding.

“Successor Collateral Manager” means a replacement Collateral Manager appointed in the manner and to the extent provided herein.

“Successor Management Fees” means any management fees payable to a successor Collateral Manager as agreed between the Borrower, the Administrative Agent and any such successor Collateral Manager.

“Syndicated Collateral Obligation” means any Collateral Obligation that, as determined by the Administrative Agent, (a) is a broadly-syndicated commercial loan, (b) has a senior facility size of $200,000,000 or greater, (c) has an EBITDA for the prior twelve (12) calendar months of $75,000,000 or greater (after giving pro forma effect to any acquisition in connection therewith); (d) has a Moody’s rating of “Caa3” or higher or an S&P rating of “CCC” or higher; and (e) has a LoanX liquidity score of 1-4; provided that if a Collateral Obligation no longer meets the requirements to be a Syndicated Collateral Obligation, as determined by the Administrative Agent in its sole discretion, it shall be deemed not to be a Syndicated Collateral Obligation for all purposes hereunder.

“Syndication Agent” is defined in the preamble.

“Synthetic Security” means a security or swap transaction that has payments associated with either payments of interest on and/or principal of a reference obligation or the credit performance of a reference obligation.

“Tax” means any present or future tax, levy, impost, duty, assessment, charge, fee, deduction or withholding (together with interest, penalties and other additions thereto) imposed by any Governmental Authority.

“Tax Jurisdiction” means the Bahamas, Jersey, Luxembourg, Bermuda, the British Virgin Islands, the Cayman Islands, the Channel Islands, Curaçao or Ireland.

“Term SOFR” means the forward-looking term rate based on SOFR that has been selected or recommended by the Relevant Governmental Body.

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“Term SOFR Administrator” means (a) in the case of Term SOFR, CME Group Benchmark Administration Limited (CBA) (or a successor administrator of Term SOFR selected by the Administrative Agent in its reasonable discretion) and (b) in the case of any successor Benchmark, the body identified by the Administrative Agent as the administrator of such Benchmark.

“Terminated Lender” is defined in Section 2.18.

“Transaction Accounts” means (a) the Interest Collection Account, the Payment Account, the Collateral Account, the Principal Collection Account, each Eligible Currency Account and the Unfunded Reserve Account; and (b) with respect to each Borrower Entity other than the Borrower, such accounts designated by the Administrative Agent.

“Transaction Data Room” means a password-protected electronic data room established by the Borrower or the Collateral Manager on its behalf, access to which shall be available and provided at all times to the Collateral Agent, on behalf of the Secured Parties, and the Administrative Agent.

“Transaction Document” means any of this Agreement, the Notes (if any), the Fee Letters, the Collateral Administration Agreement, the Sale Agreement and Transfer Supplements, each Administrative Agent Cooperation Agreement, the Guaranty, the Collateral Documents, the Margining Agreement and all other documents, certificates, instruments or agreements executed and delivered by or on behalf of a Credit Party for the benefit of any Agent or any Secured Party in connection herewith on or after the Closing Date.

“Transfer Date” means each Subsequent Conveyance Date under (and as defined in) the Sale Agreement.

“Transfer Supplement” means the supplement to the Schedule of Collateral Obligations, as defined in accordance with the Sale Agreement, delivered on each Transfer Date.

“Trust Officer” means, when used with respect to the Bank Parties, any officer within the corporate trust department (or any successor group of the Bank Parties) including any director, managing director, vice president, assistant vice president, associate or officer of the Bank Parties customarily performing functions similar to those performed by the persons who at the time shall be such officers, or to whom any corporate trust matter is referred at the Corporate Trust Office because of his or her knowledge of and familiarity with the particular subject, in each case having direct responsibility for the administration of this Agreement.

“UCC” means the Uniform Commercial Code (or any similar or equivalent legislation) as in effect from time to time in any applicable jurisdiction.

“UCC Opinion” is defined in Section 5.5.

“Unadjusted Benchmark Replacement” means the Benchmark Replacement excluding the Benchmark Replacement Adjustment.

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“Unapproved Originated Collateral Obligation Condition” means, with respect to any Originated Collateral Obligation, that the Underlying Instruments for such Originated Collateral Obligation do not at the time of Acquisition by the Borrower (in the Administrative Agent’s sole and absolute judgment) conform substantially to the IC Memorandum and Draft Instruments for such Originated Collateral Obligation delivered by the Borrower, and the Administrative Agent notifies the Borrower within five (5) Business Days of the date on which the Underlying Instruments are delivered hereunder.

“Underlying Instruments” means, with respect to any Collateral Obligation, (a) the indenture, credit agreement or other agreement pursuant to which such Collateral Obligation has been issued or created, (b) each other agreement that governs the terms of or secures the obligations represented by such Collateral Obligation or of which the holders of such Collateral Obligation are the beneficiaries and (c) all related closing documents, including, in each case, any Material Modifications thereto.

“Unfunded Exposure Amount” means on any date of determination, with respect to any Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations, the aggregate amount (without duplication) of all unfunded commitments (the funding of which is subject only to the satisfaction of customary conditions to borrowing for delayed draw or revolving credit facilities including accuracy of representations and warranties made by the related Obligor, satisfaction of certain financial covenants and the absence of any default or event of default under the Underlying Instruments) pursuant to such Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations.

“Unfunded Reserve Account” means the account maintained pursuant to Section 6.3(f), and any accounts or sub-accounts thereof deemed appropriate or necessary by the Collateral Agent or Accounts Securities Intermediary for convenience in administering such accounts including such sub-accounts as necessary to hold any Eligible Currency.

“Unfunded Reserve Account Shortfall” has the meaning specified in Section 6.3(f).

“Unfunded Reserve Required Amount” means, with respect to each Delayed Drawdown Collateral Obligation and each Revolving Collateral Obligation included in the Collateral, the greater of:

(a)the Dollar Equivalent of an amount equal to:

(1)the aggregate sum of the Unfunded Exposure Amount in respect of all such Delayed Drawdown Collateral Obligations and Revolving Collateral Obligations, minus

(2)the Unfunded Exposure Amount in respect of each such Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation included in the Collateral times the Asset Current Price of such Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation (expressed as percentage of par) times the Advance Rate then in effect for such Delayed Drawdown Collateral Obligation or Revolving Collateral Obligation; and

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(b)the excess, if any, of (x) the sum of the Unfunded Exposure Amount and the Loan Amount over (y) the Adjusted Maximum Facility Amount.

provided that after the Availability Period or upon the occurrence of an Event of Default, the Unfunded Reserve Required Amount shall equal the Unfunded Exposure Amount.

“Unrestricted Cash” means “Unrestricted Cash” or any comparable term in the Underlying Instruments for any Collateral Obligation, and in any case that “Unrestricted Cash” or such comparable term is not defined in such Underlying Instruments, all cash available for use for general corporate purposes and not held in any reserve account or legally or contractually restricted for any particular purposes or subject to any lien (other than blanket liens permitted under or granted in accordance with such Underlying Instruments), as reflected on the most recent financial statements of the related Obligor that have been delivered to the Borrower.

“Unsettled Purchase Asset” means, as of any date, an asset that a Borrower Entity has Committed to Acquire and in respect of which the Acquisition by such Borrower Entity has not yet settled.

“Unsettled Sale Asset” means, as of any date, a Collateral Obligation that a Borrower Entity has Committed to sell and in respect of which the sale by such Borrower Entity has not yet settled.

“Upfront Fee” is defined in Section 2.7(b).

“U.S. Government Securities Business Day” means any day except for (a) a Saturday, (b) a Sunday or (c) a day on which the Securities Industry and Financial Markets Association recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities.

“U.S. Lender” is defined in Section 2.15(c).

“U.S. Person” is defined in Regulation S under the Securities Act.

“U.S. Special Resolution Regime” means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the regulations promulgated thereunder.

“U.S. Tax Compliance Certificate” is defined in Section 2.15(c).

“Valuation Report” is defined in Section 6.5(b).

“Voluntary Commitment Reduction” is defined in Section 2.8(b)(1).

“Voluntary Prepayment” is defined in Section 2.8(a)(1).

“Warranty Loan” is defined in Section 5.1 of the Sale Agreement.

“Write-down and Conversion Powers” means:

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(a)in relation to any Bail-In Legislation described in the EU Bail-In Legislation Schedule from time to time, the powers described as such in relation to that Bail-In Legislation in the EU Bail-In Legislation Schedule; and

(b)in relation to any other applicable Bail-In Legislation:

(1)any powers under that Bail-In Legislation to cancel, transfer or dilute shares issued by a person that is a bank or investment firm or other financial institution or affiliate of a bank, investment firm or other financial institution, to cancel, reduce, modify or change the form of a liability of such a person or any contract or instrument under which that liability arises, to convert all or part of that liability into shares, securities or obligations of that person or any other person, to provide that any such contract or instrument is to have effect as if a right had been exercised under it or to suspend any obligation in respect of that liability or any of the powers under that Bail-In Legislation that are related to or ancillary to any of those powers; and

(2)any similar or analogous powers under that Bail-In Legislation.

1.2Accounting Terms.

Except as otherwise expressly provided herein, all accounting terms not otherwise defined herein shall have the meanings assigned to them in conformity with GAAP.  Financial statements and other information required to be delivered by the Borrower to Lenders pursuant to Schedule A shall be prepared in accordance with GAAP as in effect at the time of such preparation.

1.3Interpretation, Etc.

(a)Any of the terms defined herein may, unless the context otherwise requires, be used in the singular or the plural, depending on the reference.  References herein to any Section, Appendix, Schedule or Exhibit shall be to a Section, an Appendix, a Schedule or an Exhibit, as the case may be, hereof unless otherwise specifically provided.  The use herein of the word “include” or “including”, when following any general statement, term or matter, shall not be construed to limit such statement, term or matter to the specific items or matters set forth immediately following such word or to similar items or matters, whether or not non-limiting language (such as “without limitation” or “but not limited to” or words of similar import) is used with reference thereto, but rather shall be deemed to refer to all other items or matters that fall within the broadest possible scope of such general statement, term or matter.

(b)References to any statute or code shall, unless otherwise specified, be deemed to refer to such statute or code and all rules and regulations promulgated thereunder, all as amended, modified, supplemented, waived, restated, amended and restated, replaced or otherwise modified from time to time.

(c)References to:

(1)any agreements shall, unless otherwise specified, be deemed to refer to such agreements as amended, modified, supplemented, waived, restated, amended and restated, replaced or otherwise modified from time to time;

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(2)any Person shall, unless otherwise specified, include references to such Person’s successors and assigns but, if applicable, only if such successors and assigns are permitted by the Transaction Documents; and

(3)any Person acting in any particular capacity shall, unless otherwise specified, include references to such Person’s successors and assigns in such capacity, provided that the foregoing is without prejudice to the rights or remedies available to a party herein or in any of the other Transaction Documents that restricts, limits or imposes conditions upon, or provides consequences for, any amendments, successions or assignments.

(d)If any date for compliance with the terms or conditions of any Transaction Document falls due on a day which is not a Business Day, then such due date shall be deemed to be the immediately following Business Day.

(e)References herein to the knowledge or actual knowledge of a Person shall mean the actual knowledge following due inquiry under the circumstances of an Authorized Officer of such Person.

(f)For purposes of this Agreement, an Event of Default shall be deemed to be continuing until it is waived in accordance with Section 11.5.

(g)Any use of “material” or “materially” or words of similar meaning in this Agreement shall mean material, as determined by the Administrative Agent in its sole discretion.

(h)The word “any” is not limiting and means “any and all” unless the context clearly requires or the language provides otherwise.

(i)Reference to any Applicable Law means such Applicable Law as amended, modified, codified, replaced or reenacted, in whole or in part, and in effect from time to time, including rules and regulations promulgated thereunder and reference to any Section or other provision of any Applicable Law means that provision of such Applicable Law from time to time in effect and constituting the substantive amendment, modification, codification, replacement or reenactment of such Section or other provision.

(j)Any provision requiring a deposit into, or a withdrawal from, the Collection Account shall, with respect to Collateral Obligations denominated in Specified Currencies other than Dollars, be satisfied with a deposit into, or withdrawal from, the applicable Eligible Currency Account.

(k)Notwithstanding anything to the contrary herein or in the other Transaction Documents, with respect to any request, consent, notice, direction or other action required or permitted to be provided or taken by the Requisite Lenders under this Agreement or the other Transaction Documents, if the Administrative Agent has received confirmation from the Requisite Lenders (whether verbally, via e-mail or otherwise) that the Requisite Lenders agree with, or consent to, such request, consent, notice, direction or other action, the Administrative Agent shall be entitled to provide such request, direction, notice or consent or take such other action on behalf

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of the Requisite Lenders, and all parties hereto shall treat such request, direction, notice or consent or other action as if it were made or provided by the Requisite Lenders.

1.4Assumptions as to Collateral Obligations, Etc.

(a)In connection with all calculations required to be made pursuant to this Agreement with respect to Distributions on any Pledged Obligations, or any payments on any other assets included in the Collateral, and with respect to the income that can be earned on Distributions on such Pledged Obligations and on any other amounts that may be received for deposit in the Transaction Accounts, the provisions set forth in this Section 1.4 shall be applied.

(b)All calculations with respect to Distributions on the Pledged Obligations shall be made by the Collateral Manager on the basis of information as to the terms of each such Pledged Obligation and upon report of payments, if any, received on such Pledged Obligation that are furnished by or on behalf of the issuer of or borrower with respect to such Pledged Obligation and, to the extent they are not manifestly in error, such information or report may be conclusively relied upon in making such calculations.  To the extent they are not manifestly in error, any information or report received by the Collateral Manager (other than those prepared by the Collateral Manager), the Collateral Agent, the Collateral Administrator, the Collateral Custodian or the Administrative Agent with respect to the Collateral Obligations may be conclusively relied upon in making such calculations.

(c)For each Due Period, the Distribution on any Pledged Obligation (other than a Defaulted Obligation, which shall be, until any Distribution is actually received by a Borrower Entity from such Defaulted Obligation, assumed to have a Distribution of zero) shall be the minimum amount, including coupon payments, accrued interest, scheduled Principal Payments, if any, by way of sinking fund payments which are assumed to be on a pro rata basis or other scheduled amortization of principal, return of principal, and redemption premium, if any, assuming that any index applicable to any payments on a Pledged Obligation that is subject to change is not changed, that, if paid as scheduled, will be available in the Interest Collection Account or the Principal Collection Account, at the end of the Due Period net of withholding or similar taxes to be withheld from such payments (but taking into account payments made in respect of such taxes that result in the net amount actually received by a Borrower Entity (free and clear of taxes, whether assessed against such Obligor thereof, the counterparty with respect thereto, or such Borrower Entity) being equal to the full amount that such Borrower Entity would have received had no such deduction or withholding been required).

(d)All calculations under this Agreement shall be in U.S. Dollars unless otherwise specified.  For purposes of this Agreement, unless otherwise specified, calculations with respect to all amounts or assets received, held or required to be paid in a currency other than U.S. Dollars shall be made on the basis of the then current exchange rate, as calculated by the Administrative Agent.

(e)No Agent warrants, nor accepts responsibility, nor shall have any liability with respect to, the administration, submission or any other matter related to (1) the Benchmark, the Base Rates, the Prime Rate or, in each case, any comparable or successor rate thereto or (2) the Screen Pages or any successors or replacements thereto.

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(f)To the extent of any ambiguity in the interpretation of any definition or term contained in this Agreement or to the extent more than one methodology can be used to make any of the determinations or calculations set forth therein, the Collateral Administrator shall be entitled to request direction from the Collateral Manager (which shall be subject to confirmation by the Administrative Agent) as to the interpretation and/or methodology to be used, and the Collateral Administrator shall follow such direction, and together with the Bank Parties, shall be entitled to conclusively rely thereon without any responsibility or liability therefor.

(g)Any direction or Borrower Order required hereunder relating to the Acquisition, sale, disposition or other transfer of Collateral may be in the form of a trade ticket, confirmation of trade, instruction to post or to commit to the trade or similar instrument or document or other written instruction (including by email or other electronic communication or file transfer protocol) from the Borrower (or the Collateral Manager) on which the Bank Parties may rely.

(h)For all purposes hereunder, “Interest Coverage Ratio,” “Total Net Leverage Ratio,” “Total Net Debt” and “EBITDA” shall have the meaning assigned in the related Underlying Instruments or, if not defined therein, shall be determined by the Calculation Agent pursuant to the terms hereof.

Section 2.LOANS AND COMMITMENTS

2.1Loans and Commitments.

(a)Loans.  During the Availability Period, subject to the terms and conditions hereof, each Lender severally agrees to make revolving loans to the Borrower in USD (each, a “Loan” and, together with any deemed Loan pursuant to Section 6.3(d), the “Loans”) in an aggregate amount up to but not exceeding such Lender’s Commitment as then in effect; provided that:

(1)after giving effect to the making of any Loan, the Loan Amount does not exceed the lesser of (x) the Adjusted Maximum Facility Amount and (y) the Borrowing Base Amount at such time;

(2)unless otherwise consented to by the Administrative Agent, Loans shall not occur more frequently than two times per calendar week.

Amounts borrowed pursuant to this Section 2.1(a) may be repaid and reborrowed during the Availability Period.  Each Lender’s Commitment shall terminate immediately and without further action at 6:00 p.m. (New York City time) on the last day of the Availability Period.

(b)Borrowing Mechanics for Loans.

(1)Loans shall be in an aggregate minimum amount equal to the Applicable Minimum Amount and, in each case, integral multiples equal to the Applicable Integral Multiple in excess of that amount (or such lesser amount as shall constitute the entire Commitment then available).

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(2)Subject to Section 2.1(d), whenever the Borrower desires that Lenders make Credit Extensions, the Borrower shall deliver to the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator) a fully executed Funding Notice no later than 12:00 noon (New York City time) at least one (1) Business Day in advance of the proposed Credit Date, or such period shorter as may be agreed by the Requisite Lenders and the Administrative Agent.

(3)[Reserved].

(4)For each Credit Extension, the Administrative Agent shall notify the Borrower, the Collateral Agent, the Collateral Administrator and each Lender of the principal amount of the Loans to be made and the related Facility Fee Rate that will be applicable thereto, along with each Lender’s respective Pro Rata Shares thereof (which Pro Rata Shares shall be equal to the Loan amount that each Lender will be obligated to fund to the Borrower on the related Credit Date).  Such notice shall be provided by the Administrative Agent with reasonable promptness, but not later than 10:00 a.m. (New York City time) on such Credit Date.

(5)For each Credit Extension, each Lender shall make the amount of its Loans available to the Administrative Agent not later than 12:00 p.m. (New York City time) on the related Credit Date by wire transfer of same day funds in USD at the principal office designated by the Administrative Agent.  Upon satisfaction or waiver of the conditions precedent specified herein, the Administrative Agent shall make the proceeds of the Loans available to the Borrower on such Credit Date by causing an amount of same day funds received from the Lenders to be deposited in the Principal Collection Account or as otherwise agreed between the Borrower and the Administrative Agent, in each case for application of such proceeds in accordance with Section 2.3 or as otherwise agreed between the Administrative Agent and the Borrower.

(6)If a funding does not occur on any Credit Date because any condition precedent to such requested borrowing herein specified has not been met or not all Lenders have made their respective Loans on such date, then the Administrative Agent shall return any amounts received to the respective Lenders without interest.

(c)[Reserved].

(d)Notices.  Each Funding Notice shall be executed by an Authorized Officer of the Borrower in a writing delivered to the Administrative Agent.  In lieu of delivering a Funding Notice, the Borrower may give Administrative Agent telephonic notice by the required time of any proposed borrowing; provided that each such notice shall be promptly confirmed in writing by delivery of the applicable Funding Notice to the Administrative Agent on or before the close of business on the date that the telephonic notice is given; provided that a Funding Notice for all Loans made on the Initial Credit Date may, in the Administrative Agent’s sole and absolute discretion, be deemed to have been provided by other documentation satisfactory to the Administrative Agent.  In the event of a discrepancy between the telephone notice and the written Funding Notice, the written Funding Notice shall govern.  Neither the Administrative Agent nor any Lender shall incur any liability to the Borrower in acting upon any telephonic notice referred

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to above that the Administrative Agent believes in good faith to have been given by a duly authorized officer or other person authorized on behalf of the Borrower or for otherwise acting in good faith.

(e)Commitment Increases.

(1)The Borrower may, by written notice to the Administrative Agent given during the Availability Period, from time to time request an increase to the existing Commitments (any such increase, “New Commitments”) by an amount not less than U.S.$25,000,000 in the case of each such increase (or such lesser amount which shall be approved by Administrative Agent), and integral multiples of U.S.$1,000,000 in excess of that amount.  Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 35 days after the date on which such notice is delivered to the Administrative Agent or such shorter period of time as consented to by the Administrative Agent.  Each such New Commitment shall be subject to consent of the Administrative Agent and the Lenders in their sole and absolute discretion.

(2)Such New Commitments shall become effective as of such Increased Amount Date, provided that (A) the Administrative Agent and the Lenders shall have consented to such New Commitments in their sole and absolute discretion; (B) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments; (C) each of the conditions set forth in Section 3.2 shall be satisfied as if such Increased Amount Date were a Credit Date; (D) the Borrower shall make any payments required pursuant to Section 2.7 and the Fee Letters in connection with such New Commitments; and (E) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction.

(3)On any Increased Amount Date on which New Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (A) each New Commitment shall be deemed for all purposes a “Commitment” and each Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a “Loan”.  The terms and provisions of the New Commitments shall be identical to the terms and conditions of the Commitments, and the terms and conditions of the New Loans shall be identical to the terms and conditions of the Loans.

2.2Pro Rata Shares; Availability of Funds.

(a)Pro Rata Shares.  All Loans shall be made by Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in such other Lender’s obligation to make a Loan requested hereunder.

(b)Availability of Funds.  Unless the Administrative Agent shall have been notified by any Lender prior to the applicable Credit Date that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s Loan requested on such Credit

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Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such Credit Date and the Administrative Agent may, in its sole discretion, but shall not be obligated to, make available to the Borrower a corresponding amount on such Credit Date.  If the Administrative Agent has made such corresponding amount available to the Borrower but such corresponding amount is not in fact made available to the Administrative Agent by such Lender, then the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Credit Date until the date such amount is paid to the Administrative Agent, at the customary rate set by the Administrative Agent for the correction of errors among banks for three (3) Business Days and thereafter at the Base Rate.  If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and the Borrower shall on or prior to the next Payment Date pay such corresponding amount to the Administrative Agent together with interest thereon, for each day from such Credit Date until the date such amount is paid to the Administrative Agent, at the interest rate otherwise payable hereunder.  If (1) the Administrative Agent declines to make a requested amount available to the Borrower until such time as all applicable Lenders have made payment to the Administrative Agent, (2) a Lender fails to fund to the Administrative Agent all or any portion of the Loans required to be funded by such Lender hereunder prior to the time specified in this Agreement and (3) such Lender’s failure results in the Administrative Agent failing to make a corresponding amount available to the Borrower on the applicable Credit Date, then such Lender shall not receive interest hereunder with respect to the requested amount of such Lender’s Loans for the period commencing with the time specified in this Agreement for receipt of payment by the Borrower through and including the time of the Borrower’s receipt of the requested amount and the Borrower shall have no obligation to pay interest on any amounts not so advanced.  Nothing in this Section 2.2(b) shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrower may have against any Lender as a result of any default by such Lender hereunder.

2.3Use of Proceeds.

The proceeds of the Loans made hereunder shall be used solely:

(a)to Acquire Collateral Obligations (and, pending such Acquisitions, to deposit funds into the Principal Collection Account);

(b)to fund the Borrower’s payment of the costs and expenses payable hereunder and under the Fee Letters (including the Upfront Fees payable on each Credit Date);

(c)[Reserved];

(d)[Reserved];

(e)to fund the Unfunded Reserve Account to the extent the Unfunded Reserve Account is required to be funded pursuant to Section 6.3(d); and

(f)to make Equity Distributions and Permitted RIC Distributions in compliance with the requirements hereunder, including Sections 7(a) and 7(b) of this Agreement.

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2.4Evidence of Debt; Register; Lenders’ Books and Records; Notes.

(a)Lenders’ Evidence of Debt.  Each Lender shall maintain on its internal records an account or accounts evidencing the Obligations of the Borrower to such Lender, including the amounts and currencies of the Loans made by it and each repayment and prepayment in respect thereof.  Any such recordation shall be conclusive and binding on the Borrower, absent manifest error; provided that (1) the failure to make any such recordation, or any error in such recordation, shall not affect the Borrower’s Obligations in respect of any applicable Loans; and (2) in the event of any inconsistency between the Register and any Lender’s records, the recordations in the Register shall govern.

(b)Register.  The Administrative Agent (or its agent or sub-agent appointed by it) shall maintain at its Principal Office a register for the recordation of the names and addresses of the Lenders, and principal amounts (and stated interest) of the Loans owing to, each Lender pursuant to the terms hereof from time to time (the “Register”).  The Register shall be available for inspection by the Borrower or any Lender (with respect to (1) any entry relating to such Lender’s Loans and (2) the identity of the other Lenders (but not any information with respect to such other Lenders’ Loans)) at any reasonable time and from time to time upon reasonable prior notice.  The Administrative Agent shall record, or shall cause to be recorded, in the Register the Loans in accordance with the provisions of Section 11.6, and each repayment or prepayment in respect of the principal amount of the Loans, and any such recordation shall be conclusive and binding on the Borrower and each Lender, absent manifest error; provided that failure to make any such recordation, or any error in such recordation, shall not affect any Lender’s Commitments or the Borrower’s Obligations in respect of any Loan.  The Borrower hereby designates the Administrative Agent to serve as the Borrower’s non-fiduciary agent solely for purposes of maintaining the Register as provided in this Section 2.4, and the Borrower hereby agrees that, to the extent the Administrative Agent serves in such capacity, the Administrative Agent and its officers, directors, employees, agents, sub-agents and affiliates shall constitute “Indemnitees”.

(c)Notes.  If so requested by any Lender by written notice to the Borrower (with a copy to the Administrative Agent) at least two (2) Business Days prior to the Closing Date, or at any time thereafter, the Borrower shall execute and deliver to such Lender (and/or, if applicable and if so specified in such notice, to any Person who is an assignee of such Lender pursuant to Section 11.6) on the Closing Date (or, if such notice is delivered after the Closing Date, promptly after the Borrower’s receipt of such notice) a Note or Notes to evidence such Lender’s Loans.  If Notes are delivered to any Lender, the Borrower may establish commercially reasonable procedures for replacing lost or stolen Notes.

2.5Interest on Loans.

(a)Interest Accruals.  Except as otherwise set forth herein, and subject to Section 2.5(b) below, each Loan shall bear interest on the unpaid principal amount thereof from the date made through repayment (whether by acceleration or otherwise) thereof at an amount equal to the sum of the daily amounts outstanding during such Interest Period, which shall be the product of (A) the Facility Fee Rate applicable to such Loan and (B) the Interest Reference Amount for such day (in relation to each Loan and each Interest Period the “Base Accrued Interest”).  The

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“Interest Reference Amount” means on any date, the greater of (x) the Loan Amount and (y) the Minimum Utilization Amount.

(b)[Reserved].

(c)Interest Rate Determinations and Payments.  On each Payment Date, the Borrower shall pay to Collateral Agent for distribution to the Lenders an amount equal to the sum of the Base Accrued Interest amounts determined in relation to each Loan for the related Payment Period (the “Accrued Interest”), in accordance with the Priority of Payments.  As soon as practicable after 10:00 a.m. (New York City time) on each Interest Rate Determination Date, the Administrative Agent shall determine (which determination shall, absent manifest error, be final, conclusive and binding upon all parties) the interest rates that shall apply to the Loans for which an interest rate is then being determined for the applicable Interest Period (including the amounts set forth under clauses (a) and (b) above), and shall promptly give notice thereof to the Borrower, the Collateral Agent, the Collateral Administrator and each Lender.

(d)Day-Count Fractions, Etc.

(1)Interest payable pursuant to Section 2.5(a) shall be computed on the basis of a 360-day year, in each case for the actual number of days elapsed in the period during which it accrues, except that any interest accruing at a Base Rate shall be computed on the basis of a 365-day year.  In computing interest on any Loan, the date of the making of such Loan or the first day of an Interest Period applicable to such Loan shall be included, and the date of payment of such Loan or the expiration date of an Interest Period applicable to such Loan shall be excluded; provided that, if a Loan is repaid on the same day on which it is made, one day’s interest shall be paid on that Loan.

(2)Except as otherwise set forth herein, interest on each Loan shall accrue on a daily basis and shall be payable in arrears on each Payment Date, upon any prepayment of that Loan, whether voluntary or mandatory, to the extent accrued on the amount being prepaid and at maturity of the Loans, including final maturity of the Loans, in each case in accordance with the Priority of Payments or otherwise as expressly provided herein.

(3)All calculations of interest payable pursuant to Section 2.5(a) shall be rounded to the nearest cent.

2.6Default Interest.

Following the occurrence and during the continuance of an Event of Default or the failure to repay the Obligations in full by the Maturity Date, either (i) upon written notice from the Administrative Agent (which may be via email) in the case of an Event of Default (other than an Event of Default pursuant to Section 9(e) or 9(f)) or the failure to repay the Obligations in full by the Maturity Date or (ii) automatically in the case of an Event of Default pursuant to Section 9(e) or 9(f), the principal amount of all Loans then outstanding and, to the extent permitted by Applicable Law, any interest thereon, and all Ancillary Amounts owing hereunder, shall bear interest (including post-petition interest in any proceeding under Debtor Relief Laws) payable on demand at a rate that is 2.0% per annum in excess of the interest rate otherwise payable hereunder

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with respect to the Loans.  Payment or acceptance of the increased rates of interest provided for in this Section 2.6 is not a permitted alternative to timely payment and shall not in and of itself constitute a waiver of any Event of Default or remedy the failure to repay the Obligations in full by the Maturity Date or otherwise prejudice or limit any rights or remedies of any Secured Party.

2.7Ancillary Amounts; Etc.

(a)Agent Fees.  The Borrower has agreed to pay to the Agents such fees (the “Agent Fees”), in the amounts and on the dates, as are set forth in the Agent Fee Letters.

(b)Upfront Fees.  The Borrower shall pay to the Administrative Agent, on the Closing Date, a fee (the “Upfront Fee”) in the amount set forth in the Lender Fee Letter as the “Upfront Fee”.  Such Upfront Fee will be in all respects fully earned and due and payable on the Closing Date, and non-refundable and non-creditable thereafter.

(c)Commitment Fees. The Borrower agrees to pay to the Administrative Agent for the pro rata benefit of the Lenders non-utilization fees (the “Commitment Fees”) in the amounts set forth in the Commitment Fee Letter.

(d)Make-Whole Amount Payments.  On the date on which a Make-Whole Event occurs, the Borrower shall pay to the Lenders the Make-Whole Amounts.  The Make-Whole Amount shall be payable pursuant to the Priority of Payments or as otherwise expressly stated herein.

2.8Prepayments; Voluntary Commitment Reductions.

(a)Voluntary Prepayments.

(1)Any time and from time to time, the Borrower may prepay any Loans on any Business Day in whole or in part (each, a “Voluntary Prepayment”), in an aggregate minimum amount not less than the Applicable Minimum Amount and integral multiples in excess of that amount equal to the related Applicable Integral Multiple; provided that:

(x)unless the Loan will be paid in full as a result of such Voluntary Prepayment, no Default or Event of Default has occurred and is continuing or would result therefrom; and

(y)sufficient amounts are on deposit in the Principal Collection Account in the relevant Specified Currencies to pay the principal of the Loans to be prepaid together with the other amounts that will be owing in connection therewith.

(2)All such prepayments shall be made, upon not less than three (3) Business Days’ (or such shorter period as the Administrative Agent may agree in its sole discretion) prior written or telephonic notice in advance of the proposed Voluntary Prepayment date, in each case given to the Administrative Agent (with a copy to the Collateral Agent and the Collateral Administrator) by 12:00 p.m. (New York City time) on

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the date of such prepayment and, if given by telephone, promptly confirmed by delivery of written notice thereof to the Administrative Agent (and the Administrative Agent will promptly transmit a copy of such written notice to each Lender).  Each notice of a Voluntary Prepayment shall specify the principal amount to be prepaid and the related prepayment date (which shall be a Business Day).  Upon the giving of any such notice, the principal amount of the Loans specified in such notice shall become due and payable on the prepayment date specified therein.

(b)Voluntary Commitment Reductions.

(1)The Borrower may, upon not less than three (3) Business Days’ prior written notice (or such shorter period as agreed to by the Administrative Agent in its sole discretion) to the Administrative Agent (which written notice the Administrative Agent will promptly transmit by electronic means to each applicable Lender), terminate in whole or permanently reduce in part the Commitments in an amount up to the amount by which the Commitments exceed the Loan Amount at the time of such proposed termination or reduction (each, a “Voluntary Commitment Reduction”); provided that

(x)any such partial reduction of the Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount;

(y)unless the Commitments will be terminated in whole, no Default or Event of Default has occurred and is continuing or would result therefrom; and

(z)sufficient amounts are on deposit in the Principal Collection Account in the relevant Specified Currencies to pay the other amounts that will be owing in connection therewith (including any related Make-Whole Amounts).

(2)The Borrower’s notice to the Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Commitments shall be effective on the date specified in the Borrower’s notice and shall reduce the Commitment of each Lender proportionately to its pro rata share thereof.

(c)Other Amounts.  Each payment of principal of the Loans in connection with a Voluntary Prepayment shall be accompanied by payment of the amount of accrued interest on the portion of the Loans so prepaid and (if such payment is made other than on the last day of an interest period) any related breakage costs payable under Section 2.13(c).  Each Voluntary Commitment Reduction shall be accompanied by payment of the related Make-Whole Amounts (if applicable).

(d)Non-Waterfall Payments.  Voluntary Prepayments and payment of amounts under clause (c) above shall not be subject to the Priority of Payments but instead shall be made solely out of Principal Proceeds or Interest Proceeds then on deposit in the Collection Account; provided that Interest Proceeds shall not be applied to make Voluntary Prepayments or pay amounts under clause (c) above unless, after giving effect to such payment, there shall be sufficient

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Interest Proceeds available in the Interest Collection Account to make all payments of interest in accordance with the Priority of Payments on the next Payment Date, with any remaining unpaid amounts to be paid out of Principal Proceeds and Interest Proceeds thereafter received in the Transaction Accounts until paid in full, and all amounts that continue to be owing on and after the next Payment Date shall be payable under the Priority of Payments.

(e)Payable Immediately.  The Make-Whole Amount shall be payable immediately in accordance with Sections 2.8(c) and 2.8(d) and otherwise pursuant to the Priority of Payments or as otherwise expressly stated herein.

2.9Required Principal Payments.

(a)Scheduled Amortization.

(1)Principal of the Loans will be repayable on each Payment Date in accordance with the Priority of Payments.

(2)On the Maturity Date the Borrower shall repay the aggregate principal amount of the Loans that are then outstanding.

(b)Clean-Up.  Not more than fifteen (15) Business Days following the occurrence of a Clean-Up Call Event, the Borrower shall prepay the Loans in full (a “Clean-Up Call Prepayment”).

(c)Non-Waterfall Payments.  A Clean-Up Call Prepayment shall not be subject to the Priority of Payments but instead shall be made solely out of Principal Proceeds or Interest Proceeds then on deposit in the Collection Account; provided that Interest Proceeds shall not be applied to pay such amounts unless, after giving effect to such payment, there shall be sufficient Interest Proceeds available in the Interest Collection Account to make all payments of interest in accordance with the Priority of Payments on the next Payment Date, with any remaining unpaid amounts to be paid out of Principal Proceeds and Interest Proceeds thereafter received in the Transaction Accounts until paid in full, and all amounts that continue to be owing on and after the next Payment Date shall be payable under the Priority of Payments.

2.10[Reserved].

2.11General Provisions Regarding Payments.

(a)All payments by the Borrower shall be made in USD, in same day funds, without defense, recoupment, setoff or counterclaim, free of any restriction or condition not later than 12:00 p.m. (New York City time) on the date due therefor.  For purposes of computing interest and fees, funds deposited after that time on such due date shall be deemed to have been paid by the Borrower on the next succeeding Business Day.

(b)Whenever any payment to be made hereunder shall be stated to be due on a day that is not a Business Day, such payment shall be due on the next succeeding Business Day, and such extension of time shall be included in the computation of the payment of interest hereunder or of Ancillary Amounts hereunder.

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(c)Except as otherwise provided herein, all payments under this Agreement shall be made on the Payment Dates in accordance with the Priority of Payments.

(d)If an Event of Default has occurred and is continuing or a failure to repay the Obligations in full by the Maturity Date has occurred and has not been waived or cured, all payments under this Agreement shall be made in accordance with the Enforcement Priority of Payments.

2.12Ratable Sharing.

The Lenders hereby agree among themselves that if any of them shall, whether by voluntary payment (other than a voluntary prepayment of Loans made and applied in accordance with the terms hereof), through the exercise of any right of set-off or banker’s lien, by counterclaim or cross action or by the enforcement of any right under the Transaction Documents or otherwise, or as adequate protection of a deposit treated as cash collateral under the Bankruptcy Code or under analogous provisions of any other Debtor Relief Law, receive payment or reduction of a proportion of the aggregate amount of principal, interest, amounts payable in respect of fees and other amounts then due and owing to such Lender hereunder or under the other Transaction Documents (collectively, the “Aggregate Amounts Due” to such Lender) that is greater than the proportion received by any other Lender in respect of the Aggregate Amounts Due to such other Lender, then the Lender receiving such proportionately greater payment shall (a) notify the Administrative Agent and each other Lender of the receipt of such payment and (b) apply a portion of such payment to purchase participations (which it shall be deemed to have purchased from each seller of a participation simultaneously upon the receipt by such seller of its portion of such payment) in the Aggregate Amounts Due to the other Lenders so that all such recoveries of Aggregate Amounts Due shall be shared by all Lenders in proportion to the Aggregate Amounts Due to them; provided that, if all or part of such proportionately greater payment received by such purchasing Lender is thereafter recovered from such Lender upon the bankruptcy or reorganization of the Borrower or otherwise, those purchases shall be rescinded and the purchase prices paid for such participations shall be returned to such purchasing Lender ratably to the extent of such recovery, but without interest.  The Borrower expressly consents to the foregoing arrangement and agrees that any holder of a participation so purchased may exercise any and all rights of banker’s lien, consolidation, set-off or counterclaim with respect to any and all monies owing by the Borrower to that holder with respect thereto as fully as if that holder were owed the amount of the participation held by that holder.  The provisions of this Section 2.12 shall not be construed to apply to (1) any payment made by the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender) or (2) any payment obtained by any Lender as consideration for the assignment or sale of a participation in any of its Loans or other Obligations owed to it.

2.13Making or Maintaining Loans.

(a)Inability to Determine Applicable Interest Rate.  If the Administrative Agent or any Lender shall have determined (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any Loans, that by reason of circumstances affecting the relevant interbank market, adequate and fair means do not exist for ascertaining the interest rate applicable to such Loans on the basis provided

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for in the definition of “Benchmark”, the Administrative Agent shall on such date give notice to the Borrower and each Lender of such determination, whereupon (i) such Loans shall bear interest at the sum of (a) the applicable Base Rate plus (b) the Spread per annum, until such time as the Administrative Agent notifies the Borrower and the Lenders that the circumstances giving rise to such notice no longer exist or a Benchmark Replacement has been selected, and (ii) any Funding Notice given by the Borrower with respect to such Loans shall be deemed to be rescinded by the Borrower or, at the election of the Borrower, a request that such Loans be made bearing interest based on the foregoing calculation with reference to the applicable Base Rate instead of the Benchmark.

(b)Illegality or Impracticability of Loans.  If on any date (i) any Lender shall have determined (which determination shall be final and conclusive and binding upon all parties hereto) that the making, maintaining, converting to or continuation of its Loans has become unlawful as a result of compliance by such Lender in good faith with any law, treaty, governmental rule, regulation, guideline or order (or would conflict with any such treaty, governmental rule, regulation, guideline or order not having the force of law even though the failure to comply therewith would not be unlawful), or (ii) Administrative Agent is advised in writing by the Requisite Lenders (which determination shall be final and conclusive and binding upon all parties hereto) that the making, maintaining, converting to or continuation of their Loans has become impracticable, as a result of contingencies occurring after the Closing Date which materially and adversely affect the relevant interbank market or the position of the Lenders in that interbank market, then, and in any such event, such Lenders (or in the case of the preceding clause (i), such Lender) shall be an “Affected Lender” and such Affected Lender shall on that day give notice (by e-mail or by telephone confirmed in writing) to the Borrower and the Administrative Agent of such determination (which notice Administrative Agent shall promptly transmit to each other Lender).  If the Administrative Agent receives a notice from (x) any Lender pursuant to clause (i) of the preceding sentence or (y) a notice from Lenders constituting Requisite Lenders pursuant to clause (ii) of the preceding sentence, then (A) the obligation of the Lenders (or, in the case of any notice pursuant to clause (i) of the preceding sentence, such Lender) to make additional Loans shall be suspended until such time as such circumstances cease to exist (at which time such notice shall be withdrawn by each Affected Lender); (B) to the extent such determination by the Affected Lender relates to a Loan then being requested by the Borrower pursuant to a Funding Notice, such Funding Notice shall be deemed to be rescinded by the Borrower (or, at the election of the Borrower, be deemed to be a request that such Loan be made bearing interest based on the applicable Base Rate); (C) the Lenders’ (or in the case of any notice pursuant to clause (i) of the preceding sentence, such Lender’s) obligations to maintain their respective outstanding Loans that bear interest based on the Benchmark (the “Affected Loans”) shall be terminated at the earlier to occur of the expiration of the Interest Period then in effect with respect to the Affected Loans or when required by law, and (D) the Affected Loans shall automatically convert into Loans that bear interest at the sum of (a) the applicable Base Rate plus (b) the Spread per annum on the date of such termination.  Notwithstanding the foregoing, to the extent a determination by an Affected Lender as described above relates to a Loan then being requested by the Borrower pursuant to a Funding Notice, the Borrower shall have the option, subject to the provisions of Section 2.13(c), to rescind such Funding Notice as to all Lenders by giving written or telephonic notice (promptly confirmed by delivery of written notice thereof) to the Administrative Agent of such rescission on the date on which the Affected Lender gives notice of its determination as described above (which notice of rescission the Administrative Agent shall promptly transmit to each other Lender).

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(c)Compensation for Breakage or Non-Commencement of Interest Periods.  The Borrower shall compensate each Lender, upon written request by such Lender (which request shall set forth the basis for requesting such amounts), for all reasonable losses, expenses and liabilities (including any interest paid or payable by such Lender to Lenders of funds borrowed by it to make or carry its Loans and any loss, expense or liability sustained by such Lender in connection with the liquidation or re-employment of such funds but excluding loss of anticipated profits) which such Lender may sustain as a result of any of the following (each, a “Breakage Event”):

(1)if for any reason (other than a default by such Lender) a borrowing of any Loan does not occur on a date specified therefor in a Funding Notice or a telephonic request for borrowing;

(2)if any prepayment or other principal payment of any of the Loans on a date prior to the last day of an Interest Period applicable to that Loan; or

(3)if any prepayment of any of its Loans is not made on any date specified in a notice of prepayment given by the Borrower.

(d)Booking of Loans.  Any Lender may make, carry or transfer Loans at, to, or for the account of any of its branch offices or the office of an Affiliate of such Lender.

(e)Assumptions Concerning Funding of Loans.  Calculation of all amounts payable to a Lender under this Section 2.13 and under Section 2.14 shall be made as though such Lender had actually funded each of its relevant Loans through the purchase of a deposit relating to such Loans bearing interest at the Benchmark in an amount equal to the amount of such Loan and having a maturity comparable to the relevant Interest Period and through the transfer of such deposit relating to such Loans from an offshore office of such Lender to a domestic office of such Lender in the United States of America; provided that each Lender may fund each of its Loans in any manner it sees fit and the foregoing assumptions shall be utilized only for the purposes of calculating amounts payable under this Section 2.13 and under Section 2.14.

2.14Increased Costs; Capital Adequacy.

(a)Compensation for Increased Costs and Taxes.  Subject to the provisions of Section 2.15 (which shall be controlling with respect to the matters covered thereby), if any Lender shall determine (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto) that any Change in Law:  (1) subjects such Lender (or its applicable lending office) or any company controlling such Lender to any additional Tax (other than (A) Indemnified Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes and (C) Connection Income Taxes) on its loans, loan principal, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; (2) imposes, modifies or holds applicable any reserve (including any marginal, emergency, supplemental, special or other reserve), special deposit, liquidity, compulsory loan, FDIC insurance or similar requirement against assets held by, or deposits or other liabilities in or for the account of, or advances or loans by, or other credit extended by, or any other acquisition of funds by, any office of such Lender (other than any such reserve or other requirements with respect to

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Loans that are reflected in the determination of the Benchmark) or any company controlling such Lender; or (3) imposes any other condition (other than with respect to a Tax matter) on or affecting such Lender (or its applicable lending office) or any company controlling such Lender or such Lender’s obligations hereunder or the London interbank market; and the result of any of the foregoing is to increase the cost to such Lender of agreeing to make, making or maintaining Loans hereunder or to reduce any amount received or receivable by such Lender (or its applicable lending office) with respect thereto; then, in any such case, the Borrower shall promptly pay to such Lender, upon receipt of the statement referred to in the next sentence, such additional amount or amounts (in the form of an increased rate of, or a different method of calculating, interest or in a lump sum or otherwise as such Lender in its sole discretion shall determine) as may be necessary to compensate such Lender for any such increased cost or reduction in amounts received or receivable hereunder; provided that such compensation shall be due and payable only if such Lender is charging similarly situated borrowers in asset backed lending facilities (as determined by the Lender in its sole discretion) for similar costs, damages, losses or expenses at such time.  Such Lender shall deliver to the Borrower (with a copy to the Administrative Agent) a written statement, setting forth in reasonable detail the basis for calculating the additional amounts owed to such Lender under this Section 2.14(a), which statement shall be conclusive and binding upon all parties hereto absent manifest error.

(b)Capital Adequacy and Liquidity Adjustment.  If any Lender shall have determined (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto) that (1) any Change in Law regarding capital adequacy or liquidity or (2) compliance by any Lender (or its applicable lending office) or any company controlling such Lender with any Change in Law regarding capital adequacy or liquidity, has or would have the effect of reducing the rate of return on the capital of such Lender or any company controlling such Lender as a consequence of, or with reference to, such Lender’s Loans, or participations therein or other obligations hereunder with respect to the Loans to a level below that which such Lender or such controlling company could have achieved but for such Change in Law (taking into consideration the policies of such Lender or such controlling company with regard to capital adequacy and liquidity), then from time to time, within five (5) Business Days after receipt by the Borrower from such Lender of the statement referred to in the next sentence, the Borrower shall pay to such Lender such additional amount or amounts as will compensate such Lender or such controlling company on an after-tax basis for such reduction.  Such Lender shall deliver to the Borrower (with a copy to the Administrative Agent) a written statement, setting forth in reasonable detail the basis for calculating the additional amounts owed to Lender under this Section 2.14(b), which statement shall be conclusive and binding upon all parties hereto absent manifest error.

(c)Delay in Requests.  Failure or delay on the part of any Lender to demand compensation pursuant to this Section shall not constitute a waiver of such Lender’s right to demand such compensation; provided that the Borrower shall not be required to compensate a Lender pursuant to this Section for any increased costs incurred or reductions suffered more than twelve (12) months prior to the date that such Lender notifies the Borrower of the Change in Law giving rise to such increased costs or reductions, and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise to such increased costs or reductions is retroactive, then the twelve-month period referred to above shall be extended to include the period of retroactive effect thereof).

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2.15Taxes; Withholding, Etc.

(a)Payments to Be Free and Clear.  All sums payable by or on behalf of any Credit Party hereunder and under the other Transaction Documents shall be paid free and clear of, and without any deduction or withholding on account of, any Tax, unless such deduction or withholding is required by law.

(b)Withholding of Taxes.  If any Credit Party or any other Person (acting as a withholding agent) is (in such withholding agent’s reasonable good faith discretion) required by law to make any deduction or withholding on account of any such Tax from any sum paid or payable by any Credit Party to any Recipient under any of the Transaction Documents:  (1) the Borrower shall notify the Administrative Agent of any such requirement or any change in any such requirement reasonably promptly after the Borrower becomes aware of it; (2) the applicable withholding agent shall be entitled to make such deduction or withholding and shall pay, or cause to be paid, any such Tax before the date on which penalties attach thereto, such payment to be made (if the liability to pay is imposed on any Credit Party) for the Credit Party’s own account or (if that liability is imposed on such Recipient) on behalf of and in the name of such Recipient; (3) if such Tax is an Indemnified Tax, the sum payable by such Credit Party in respect of which the relevant deduction or withholding is required shall be increased to the extent necessary to ensure that, after the making of that deduction or withholding (including any such deductions or withholdings applicable to additional amounts payable under this Section 2.15), such Recipient receives on the due date a net sum equal to what it would have received had no such deduction or withholding been made; and (4) as soon as practicable after the payment of any Tax which it is required by clause (2) above to pay, the Borrower shall deliver to the Administrative Agent the original or a certified copy of a receipt issued by the relevant taxing authority evidencing such payment, a copy of the return reporting such payment or other evidence of such payment reasonably satisfactory to the Administrative Agent.

(c)Evidence of Exemption from U.S. Withholding Tax.  Each Lender that is a “United States person” (as such term is defined in Section 7701(a)(30) of the Code) (a “U.S. Lender”) shall deliver to the Administrative Agent and the Borrower on or prior to the Closing Date (or, if later, on or prior to the date on which such Lender becomes a party to this Agreement) two copies of IRS Form W-9 (or any successor form), properly completed and duly executed by such Lender, certifying that such U.S. Lender is entitled to an exemption from United States backup withholding tax, or otherwise prove that it is entitled to such an exemption.  Each Lender that is not a “United States person” (as such term is defined in Section 7701(a)(30) of the Code) (a “Foreign Lender”) shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), whichever of the following is applicable:  (1) in the case of a Foreign Lender claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Transaction Document, two executed copies of IRS Form W-8BEN or W-8BEN-E (or any successor form), as applicable, establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Transaction Document, two executed copies of IRS Form W-8BEN or W-8BEN-E (or any successor form), as applicable, establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant

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to the “business profits” or “other income” article of such tax treaty; (2) two executed copies of IRS Form W-8ECI (or any successor form); (3) in the case of a Foreign Lender claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Code, (x) a certificate substantially in the form of Exhibit B-1 to the effect that such Foreign Lender is not a “bank” as described in Section 881(c)(3)(A) of the Code, a “10 percent shareholder” of the Equity Holder within the meaning of Section 881(c)(3)(B) of the Code, or a “controlled foreign corporation” related to the Equity Holder as described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”) and (y) two executed copies of IRS Form W-8BEN or W-8BEN-E (or any successor form), as applicable; or (4) to the extent a Foreign Lender is not the beneficial owner, two executed copies of IRS Form W-8IMY, accompanied by IRS Form W-8ECI, IRS Form W-8BEN or W-8BEN-E (or any successor form), as applicable, a U.S. Tax Compliance Certificate substantially in the form of Exhibit B-2 or Exhibit B-3, two executed copies of IRS Form W-9 (or any successor form), and/or other certification documents from each beneficial owner, as applicable; provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit B-4 on behalf of each such direct and indirect partner.  Any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed copies of any other form prescribed by applicable law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax, duly completed, together with such supplementary documentation as may be prescribed by applicable law to permit the Borrower or the Administrative Agent to determine the withholding or deduction required to be made.  Each Lender required to deliver any forms, certificates or other evidence with respect to U.S. federal income tax withholding matters pursuant to this Section 2.15(c) hereby agrees, from time to time after the initial delivery by such Lender of such forms, certificates or other evidence, whenever a lapse in time or change in circumstances renders such forms, certificates or other evidence obsolete or inaccurate in any material respect, that such Lender shall promptly deliver to the Administrative Agent for transmission to the Borrower two new copies of IRS Form W-9, W-8BEN, W-8BEN-E, W-8ECI, or W-8IMY (or any successor form), as applicable, (or any successor form) properly completed and duly executed by such Lender, and such other documentation required under the Code and reasonably requested by the Borrower to confirm or establish that such Lender is not subject to deduction or withholding of U.S. federal income tax or backup withholding tax with respect to payments to such Lender under the Transaction Documents, or notify the Administrative Agent and the Borrower of its inability to deliver any such forms, certificates or other evidence.  The completion, execution and submission of tax documentation (other than IRS Forms W-8 or W-9 and appropriate attachments) as will permit such payments to be made without withholding or at a reduced rate of withholding shall not be required if in the Lender’s reasonable judgment such completion, execution or submission would subject such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

(d)FATCA.  Each Lender shall deliver to the Borrower and the Administrative Agent at the time or times prescribed by law and at such time or times reasonably requested by the Borrower or the Administrative Agent such documentation prescribed by Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and such additional

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documentation reasonably requested by the Borrower or the Administrative Agent as may be necessary for the Borrower and the Administrative Agent to comply with their obligations under FATCA and to determine that such Lender has complied with such Lender’s obligations under FATCA or to determine the amount to deduct and withhold from such payment.  Solely for purposes of this clause (d), “FATCA” shall include any amendments made to FATCA after the Closing Date.

(e)Payment of Other Taxes.  Without limiting the provisions of Section 2.15(b), the Borrower shall timely pay all Other Taxes to the relevant Governmental Authorities in accordance with Applicable Law.  The Borrower shall deliver to the Administrative Agent the original or a certified copy of a receipt issued by a Governmental Authority or other evidence of such payment reasonably satisfactory to the Administrative Agent in respect of any Other Taxes payable hereunder as soon as practicable after payment of such Other Taxes.

(f)Borrower Indemnity.  The Borrower shall indemnify each Recipient for the full amount of Indemnified Taxes for which additional amounts are required to be paid pursuant to Section 2.15(b) arising in connection with payments made under this Agreement or any other Transaction Document (including any such Indemnified Taxes imposed or asserted on or attributable to amounts payable under this Section 2.15) paid or payable by such Recipient and any reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority.  A certificate as to the amount of such payment or liability delivered to the Borrower shall be conclusive absent manifest error.  Such payment shall be due within ten days of the Borrower’s receipt of such certificate.

(g)Lender Indemnity.  Each Lender shall severally indemnify the Administrative Agent for (1) Taxes for which additional amounts are required to be paid pursuant to Section 2.15(b) arising in connection with payments made under this Agreement or any other Transaction Document (including any such Taxes imposed or asserted on or attributable to amounts payable under this Section 2.15) attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Administrative Agent therefor and without limiting the obligation of the Borrower to do so); (2) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 11.6(g)(1) relating to the maintenance of a Participant Register and (3) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Administrative Agent in connection with any Transaction Document and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority.  A certificate as to the amount of such payment or liability delivered to any Lender by the Administrative Agent shall be conclusive absent manifest error.  Such payment shall be due within ten days of such Lender’s receipt of such certificate.  Each Lender hereby authorizes the Collateral Agent or the Administrative Agent to set off and apply any and all amounts at any time owing to such Lender under any Transaction Document or otherwise payable by such Agent to such Lender from any other source against any amount due to an Agent under this paragraph (g).

(h)Refunds.  If any party determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified pursuant to this Section 2.15 (including additional amounts pursuant to this Section 2.15), it shall pay to the

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indemnifying party an amount equal to such refund (but only to the extent of indemnity payments made under this Section 2.15 with respect to the Taxes giving rise to such refund), net of all out-of-pocket expenses (including Taxes) of such indemnified party and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund).  Such indemnifying party, upon the request of such indemnified party, shall repay to such indemnified party the amount paid over pursuant to this paragraph (h) (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) if such indemnified party is required to repay such refund to such Governmental Authority.  Notwithstanding anything to the contrary in this paragraph (h), in no event will the indemnified party be required to pay any amount to an indemnifying party pursuant to this paragraph (h) the payment of which would place the indemnified party in a less favorable net after-Tax position than the indemnified party would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and the indemnification payments or additional amounts with respect to such Tax had never been paid.  This paragraph shall not be construed to require any indemnified party to make available its Tax returns (or any other information relating to its Taxes that it deems confidential) to the indemnifying party or any other Person.

(i)Survival.  Each party’s obligations under this Section shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Transaction Document.

2.16Obligation to Mitigate.

Each Lender agrees that, if such Lender requests payment under Section 2.13, 2.14 or 2.15, then such Lender will, to the extent not inconsistent with the internal policies of such Lender and any applicable legal or regulatory restrictions, use reasonable efforts to make, issue, fund or maintain its Credit Extensions or Commitments, including any Affected Loans, through another office of such Lender if, as a result thereof, if, as determined by such Lender in its sole discretion, (i) the additional amounts payable to such Lender pursuant to Section 2.13, 2.14 or 2.15, as the case may be, in the future would be eliminated or reduced and (ii) the making, issuing, funding or maintaining of such Loans through such other office or in accordance with such other measures, as the case may be, would not otherwise adversely affect such Loans or the interests of such Lender; provided that such Lender will not be obligated to utilize such other office pursuant to this Section 2.16 unless the Borrower agrees to pay all reasonable incremental expenses incurred by such Lender as a result of utilizing such other office as described above.  A certificate as to the amount of any such expenses payable by the Borrower pursuant to this Section 2.16 (setting forth in reasonable detail the basis for requesting such amount) submitted by such Lender to the Borrower (with a copy to the Administrative Agent) shall be conclusive absent manifest error.

2.17Defaulting Lenders.

(a)Defaulting Lender Adjustments.  Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as such Lender is no longer a Defaulting Lender, to the extent permitted by Applicable Law, any payment of principal, interest, fees or other amounts received by the Administrative Agent for the account of such Defaulting Lender (whether voluntary or mandatory, at maturity, pursuant to

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Section 9 or otherwise) or received by the Administrative Agent from a Defaulting Lender pursuant to Section 11.4 shall be applied at such time or times as may be determined by the Administrative Agent as follows:  first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder; second, as the Borrower may request (so long as no Default or Event of Default shall have occurred and be continuing other than a Default or Event of Default that has arisen due to such Lender becoming a Defaulting Lender), to the funding of any Loan in respect of which such Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Administrative Agent; third, if so determined by the Administrative Agent and the Borrower, to be held in a Deposit Account and released pro rata in order to satisfy such Defaulting Lender’s potential future funding obligations with respect to Loans under this Agreement; fourth, so long as no Default or Event of Default shall have occurred and be continuing other than a Default or Event of Default that has arisen due to such Lender becoming a Defaulting Lender, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement; and fifth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans and (y) such Loans were made at a time when the conditions set forth in Section 3.2 were satisfied or waived, such payment shall be applied solely to pay the Loans of all Non-Defaulting Lenders on a pro rata basis prior to being applied to the payment of any Loans of such Defaulting Lender until such time as all Loans are held by the Lenders pro rata in accordance with the applicable Commitments.  Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto.

(b)Defaulting Lender Cure.  If the Borrower and the Administrative Agent agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein, that Lender will, to the extent applicable, purchase at par that portion of outstanding Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans to be held pro rata by the Lenders in accordance with the applicable Commitments, whereupon such Lender will cease to be a Defaulting Lender; provided that, except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender having been a Defaulting Lender.

2.18Removal or Replacement of a Lender.

Anything contained herein to the contrary notwithstanding, if:

(a)(1) any Lender (other than any Lender affiliated with the Administrative Agent) (an “Increased-Cost Lender”) shall give notice to the Borrower that such Lender is an Affected Lender or that such Lender is entitled to receive payments under Section 2.13, 2.14 or 2.15, (2) the circumstances which have caused such Lender to be an Affected Lender or which entitle such Lender to receive such payments shall remain in effect, and (3) such Lender shall fail to withdraw such notice within five (5) Business Days after the Borrower’s request for such withdrawal; or

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(b)during the Availability Period, any Lender (other than any Lender affiliated with the Administrative Agent) shall become a Defaulting Lender, and such Defaulting Lender shall fail to cure the default pursuant to Section 2.17(b) within five (5) Business Days after the Borrower’s request that it cure such default; or

(c)in connection with any proposed amendment, modification, termination, waiver or consent with respect to any of the provisions hereof as contemplated by Section 11.5(b), the consent of the Requisite Lenders shall have been obtained but the consent of one or more of such other Lenders (other than any Lender affiliated with the Administrative Agent) (each a “Non-Consenting Lender”) whose consent is required shall not have been obtained, then, with respect to each such Increased-Cost Lender, Defaulting Lender or Non-Consenting Lender (the “Terminated Lender”), the Borrower may, with the prior written consent of the Administrative Agent, by giving written notice to any Terminated Lender of its election to do so, elect to cause such Terminated Lender (and such Terminated Lender hereby irrevocably agrees) to assign its outstanding Loans in full to one or more Eligible Assignees (each a “Replacement Lender”) in accordance with the provisions of Section 11.6 and the Borrower shall pay the fees, if any, payable thereunder in connection with any such assignment from an Increased-Cost Lender, a Non-Consenting Lender or a Defaulting Lender; provided that:

(1)on the date of such assignment, the Replacement Lender shall pay to the Terminated Lender an amount equal to the sum of (A) an amount equal to the principal of, and all accrued interest on, all outstanding Loans of such Terminated Lender and (B) an amount equal to all accrued, but theretofore unpaid fees owing to such Terminated Lender hereunder;

(2)on the date of such assignment, the Borrower shall pay any amounts payable to such Terminated Lender (unless such Terminated Lender is a Defaulting Lender) pursuant to Section 2.13(c), 2.14 or 2.15; or otherwise as if it were a prepayment;

(3)such assignment does not conflict with Applicable Law;

(4)in the case of any such assignment resulting from a claim for compensation under Section 2.14 or payments required to be made pursuant to Section 2.15, such assignment will result in a reduction in such compensation or payments thereafter; and

(5)if such Terminated Lender is a Non-Consenting Lender, each Replacement Lender shall consent, at the time of such assignment, to each matter in respect of which such Terminated Lender was a Non-Consenting Lender.

Upon the prepayment of all amounts owing to any Terminated Lender, such Terminated Lender shall no longer constitute a “Lender” for purposes hereof; provided that any rights of such Terminated Lender to indemnification hereunder shall survive as to such Terminated Lender.  Each Lender agrees that if the Borrower exercises its option hereunder to cause an assignment by such Lender as a Non-Consenting Lender or Terminated Lender, such Lender shall, promptly after receipt of written notice of such election, execute and deliver all documentation necessary to effectuate such assignment in accordance with Section 11.6.  If a Lender does not

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comply with the requirements of the immediately preceding sentence within one (1) Business Day after receipt of such notice, each Lender hereby authorizes and directs the Administrative Agent to execute and deliver such documentation as may be required to give effect to an assignment in accordance with Section 11.6 on behalf of a Non-Consenting Lender or Terminated Lender and any such documentation so executed by the Administrative Agent shall be effective for purposes of documenting an assignment pursuant to Section 11.6.  Any removal of Goldman Sachs or its successor as a Defaulting Lender pursuant to this Section shall also constitute the removal of GS ASL LLC or its successor as the Administrative Agent pursuant to Section 10.7.

2.19Obligations Absolute.

The Borrower hereby waives, for the benefit of each Agent and the Lenders (hereinafter, the “Beneficiaries”):  (1) any defense based upon any statute or rule of law which provides that the obligation of a surety must be neither larger in amount nor in other respects more burdensome than that of the principal; (2) any defense based upon any Beneficiary’s errors or omissions in the administration of the Obligations, except behavior which amounts to bad faith; (3) (i) any principles or provisions of law, statutory or otherwise, which are or might be in conflict with the terms hereof and any legal or equitable discharge of the Borrower’s obligations hereunder, (ii) the benefit of any statute of limitations affecting the Borrower’s liability hereunder or the enforcement hereof, (iii) any rights to set-offs, recoupments and counterclaims, and (iv) promptness, diligence and any requirement that any Beneficiary protect, secure, perfect or insure any security interest or lien or any property subject thereto; (4) notices, demands, presentments, protests, notices of protest, notices of dishonor and notices of any action or inaction, including acceptance hereof, notices of default hereunder or any agreement or instrument related thereto, notices of any renewal, extension or modification of the Obligations or any agreement related thereto, notices of any extension of credit to the Borrower and any right to consent to any thereof; and (5) any defenses or benefits that may be derived from or afforded by law which limit the liability of or exonerate guarantors or sureties, or which may conflict with the terms hereof.

2.20Benchmark Replacement.

Notwithstanding anything herein to the contrary, upon the occurrence of a Benchmark Transition Event, the Administrative Agent and the Borrower may amend this Agreement to replace the Benchmark with a Benchmark Replacement.  Any such amendment with respect to a Benchmark Transition Event will become effective at 5:00 p.m. (New York City time) on the fifth Business Day after the Administrative Agent has posted such proposed amendment to all Lenders and the Borrower (with a copy to the Collateral Agent and the Collateral Administrator) so long as the Administrative Agent has not received, by such time, written notice of objection to such amendment from Lenders comprising the Requisite Lenders.  No replacement of a Benchmark with a Benchmark Replacement pursuant to this paragraph will occur prior to the applicable Benchmark Transition Start Date.  In connection with the implementation of a Benchmark Replacement, the Administrative Agent will have the right to make Benchmark Replacement Conforming Changes from time to time and, notwithstanding anything to the contrary in this Agreement, any amendments implementing such Benchmark Replacement Conforming Changes will become effective without any further action or consent of any other party to this Agreement.  The Administrative Agent will promptly notify the Borrower, the Collateral Agent, the Collateral Administrator and the Lenders in writing of (a) any occurrence of

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a Benchmark Transition Event, and its related Benchmark Replacement Date and Benchmark Transition Start Date, (b) the implementation and effectiveness of any Benchmark Replacement, (c) the terms, implementation and effectiveness of any Benchmark Replacement Conforming Changes and (d) the commencement or conclusion of any Benchmark Unavailability Period.  Any determination, decision or election that may be made by the Administrative Agent or Lenders pursuant to this paragraph including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date and any decision to take or refrain from taking any action, will be conclusive and binding absent manifest error and may be made in its or their sole discretion and without consent from any other party hereto, except, in each case, as expressly required pursuant to this paragraph.  For the avoidance of doubt, the Administrative Agent must approve the Benchmark Replacement for use under this Agreement and, during any Benchmark Unavailability Period, the replacement rate will be the Base Rate.

Section 3.CONDITIONS PRECEDENT

3.1Closing Date and Initial Credit Date.

The obligation of each Lender to enter into this Agreement is subject to the satisfaction, or waiver in accordance with Section 11.5, of the following conditions on or before the Closing Date (or other time specified):

(a)Transaction Documents.  The Administrative Agent shall have received sufficient copies of each Transaction Document (other than the Bank Party Fee Letter, which shall be delivered directly to the Bank Parties) as the Administrative Agent shall request, executed and delivered by each Credit Party and each other Person party thereto.

(b)Organizational Documents; Incumbency.  The Administrative Agent shall have received, in respect of each Credit Party, (1) sufficient copies of each Organizational Document as the Administrative Agent shall request, and, to the extent applicable, certified as of the Closing Date or a recent date prior thereto by the appropriate Governmental Authority; (2) signature and incumbency certificates of the officers of such Credit Party; (3) resolutions of the manager, board of directors or similar governing body of such Credit Party approving and authorizing the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party or by which it or its assets may be bound as of the Closing Date, certified as of the Closing Date by its secretary or an assistant secretary as being in full force and effect without modification or amendment; (4) a good standing certificate from the applicable Governmental Authority of such Credit Party’s jurisdiction of incorporation, organization or formation and in each jurisdiction in which it is qualified as a foreign corporation or other entity to do business, each dated the Closing Date or a recent date prior thereto; (5) signature and incumbency certificates of one or more officers of the Borrower who are authorized to execute Funding Notices delivered under this Agreement and (6) such other documents as the Administrative Agent may reasonably request.

(c)Governmental Authorizations and Consents.  Each Credit Party shall have obtained all Governmental Authorizations and all consents of other Persons, in each case that are necessary or advisable in connection with the transactions contemplated by the Transaction Documents and each of the foregoing shall be in full force and effect and in form and substance

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reasonably satisfactory to the Administrative Agent.  All applicable waiting periods shall have expired without any action being taken or threatened by any competent authority which would restrain, prevent or otherwise impose adverse conditions on the transactions contemplated by the Transaction Documents or the financing thereof and no action, request for stay, petition for review or rehearing, reconsideration, or appeal with respect to any of the foregoing shall be pending, and the time for any applicable agency to take action to set aside its consent on its own motion shall have expired.

(d)Collateral Obligations.  The Schedule of Collateral Obligations, in form and substance satisfactory to the Administrative Agent, shall have been received by the Administrative Agent on or before the Closing Date.

(e)Collateral.  In connection with the creation in favor of the Collateral Agent, for the benefit of Secured Parties, of a valid, perfected First Priority security interest in the personal property Collateral, each Grantor shall have delivered to the Administrative Agent:

(1)evidence satisfactory to the Administrative Agent of the compliance by each Grantor of their obligations under the Pledge and Security Agreement, the Equity Pledge Agreement and the other Collateral Documents (including their obligations to execute or authorize, as applicable, and deliver Financing Statements, originals of securities, instruments and chattel paper and any agreements governing deposit and/or securities accounts as provided therein);

(2)opinions of counsel (which counsel shall be reasonably satisfactory to the Administrative Agent) with respect to the creation of and perfection of the security interest in favor of the Collateral Agent in such Collateral and such other matters governed by the laws of each jurisdiction in which any Grantor or any personal property Collateral is located as the Administrative Agent may reasonably request, in each case in form and substance reasonably satisfactory to the Administrative Agent;

(3)a certificate of an Authorized Officer of the Borrower, dated on or before the Closing Date, to the effect that, in the case of each Collateral Obligation pledged for inclusion in the Collateral on the Closing Date and immediately prior to the delivery thereof on the Closing Date:

(A)subject to Permitted Liens, such Grantor has (or will have upon Acquisition) good and marketable title to such Collateral Obligation free and clear of any liens, claims, encumbrances or defects of any nature whatsoever except (i) for those that are being released on the Closing Date, (ii) for those encumbrances arising from due bills, if any, with respect to interest, or a portion thereof, accrued on such Collateral Obligation prior to the Closing Date and owed by such Grantor to the seller of such Collateral Obligation or (iii) those Granted pursuant to the Transaction Documents;

(B)such Grantor has Acquired its ownership in such Collateral Obligation in good faith without notice of any adverse claim, except as described in paragraph (A) above;

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(C)such Grantor has not assigned, pledged or otherwise encumbered any interest in such Collateral Obligation (or, if any such interest has been assigned, pledged or otherwise encumbered, it has been released) other than interests Granted pursuant to the Transaction Documents;

(D)such Grantor has full right to Grant a security interest in and assign and pledge such Collateral Obligation to the Collateral Agent;

(E)subject to Permitted Liens, upon Grant by such Grantor and the taking of the relevant actions contemplated by the Collateral Documents, the Collateral Agent has a perfected security interest in the Collateral that is of first priority, free of any adverse claim or the legal equivalent thereof;

(F)each Collateral Obligation owned or Committed to be Acquired by such Grantor is listed in the Schedule of Collateral Obligations, and the information set forth with respect to such Collateral Obligation in the Schedule of Collateral Obligations is correct;

(G)[reserved]; and

(H)each Collateral Obligation satisfies the requirements of the definition of “Collateral Obligation” and “Collateral Portfolio Requirements”.

(f)Opinions of Counsel.  The Agents and Lenders and their respective counsel shall have received executed copies of opinions of Dechert LLP, counsel to the Borrower, the Collateral Manager, the Equity Holder and the Guarantor Entities dated the Closing Date; each in form and substance reasonably satisfactory to the Administrative Agent (and each Credit Party hereby instructs such counsel to deliver such opinions to the Agents and Lenders).

(g)Agent Opinions of Counsel.  The Agents and Lenders and their respective counsel shall have received executed copies of opinions of Troutman Pepper Locke LLP, counsel to the Collateral Agent, the Collateral Administrator and the Collateral Custodian, dated the Closing Date.

(h)Fees.  The Borrower shall have paid to each Agent and Lender the fees payable on or before the Closing Date referred to in Section 2.7 and all expenses payable pursuant to Section 11.2 that have accrued to the Closing Date.

(i)No Litigation.  There shall not exist any action, suit, investigation, litigation, proceeding, hearing or other legal or regulatory developments, pending or threatened in any court or before any arbitrator or Governmental Authority that, in the reasonable opinion of the Administrative Agent, singly or in the aggregate, materially impairs any of the other transactions contemplated by the Transaction Documents or that could have a Material Adverse Effect.

(j)Patriot Act.  At least 10 days prior to the Closing Date or such shorter period of time as agreed by the Lenders in writing, the Lenders shall have received all documentation and other information as it may reasonably request in order to comply with applicable

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“know-your-customer” and anti-money laundering rules and regulations, including the PATRIOT Act.

(k)Accounts.  Evidence of the establishment of each of the Transaction Accounts.

(l)Lien Release.  Evidence satisfactory to the Administrative Agent in its sole discretion of the release of Collateral Obligations (including, in the case of Participations, the obligations underlying such Participations) to be Acquired by the Borrower Entities or otherwise owned by the Borrower Entities on the Closing Date from any existing Lien.

(m)Legal Fees.  The fees and expenses of Orrick, Herrington & Sutcliffe LLP, special New York counsel for the Administrative Agent, and Troutman Pepper Locke LLP, counsel to the Bank Parties and the Collateral Administrator, incurred in connection with the preparation and execution of this Agreement and the transactions contemplated hereby, shall have been paid on or before the Closing Date.

(n)Other Matters.  Such other documents as the Administrative Agent may reasonably require and request; provided that nothing in this clause shall imply or impose a duty on the Administrative Agent to so require and request.

3.2Conditions to Each Credit Extension.

(a)Conditions Precedent.  The obligation of each Lender to make any Loan on any Credit Date, including the Initial Credit Date, are subject to the satisfaction, or waiver in accordance with Section 11.5, of the following conditions precedent:

(1)the Administrative Agent and the Lenders shall have received a fully executed and delivered Funding Notice relating thereto;

(2)the principal amount of the Loans to be made in such Credit Extension shall not exceed the undrawn Commitments as at the related Credit Date; and, after giving effect to such Credit Extension, the Loan Amount does not exceed the lesser of (x) the Adjusted Maximum Facility Amount at such time and (y) the Borrowing Base Amount at such time;

(3)as of such Credit Date, the representations and warranties contained herein and in the other Transaction Documents shall be true and correct in all material respects on and as of that Credit Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date; provided that, in each case, such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof;

(4)as of such Credit Date, no event shall have occurred and be continuing or would result from the consummation of the applicable Credit Extension that would constitute a Default or an Event of Default;

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(5)the Escrowed Assignment Agreement Documents for the relevant Collateral Obligations have been received (in the manner and to the extent provided in Section 6.7);  and

(6)after the making of such Loan and the deposit of any portion thereof into the Unfunded Reserve Account, the amount on deposit therein is at least equal to the amount specified in clause (II) of the definition of Unfunded Reserve Required Amount.

Any Agent or the Requisite Lenders shall be entitled, but not obligated to, request and receive, prior to the making of any Loan, additional information reasonably satisfactory to the requesting party confirming the satisfaction of any of the foregoing if, in the good faith judgment of such Agent or the Requisite Lender such request is warranted under the circumstances and such information is requested from the Borrower in writing (an “Additional Information Request”) no later than 5:00 p.m. (New York City time) on the date the applicable Funding Notice is received.

(b)Deemed Representations.  Each borrowing of a Loan hereunder shall constitute a representation and warranty by the Borrower as of the applicable Credit Date that the conditions contained in Section 3.2(a) have been satisfied except as otherwise acknowledged by the Administrative Agent.

Section 4.REPRESENTATIONS AND WARRANTIES

In order to induce the Agents and the Lenders to enter into this Agreement and to induce the Lenders to make each Credit Extension to be made thereby, the Borrower represents and warrants to each Agent and Lender, on the Closing Date and on each Credit Date, that the following statements are true and correct:

4.1Organization; Requisite Power and Authority; Qualification.

Each Credit Party (a) is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization, (b) has all requisite power and authority to own and operate its properties, to carry on its business as now conducted and as proposed to be conducted, to enter into the Transaction Documents to which it is a party and to carry out the transactions contemplated thereby, and (c) is qualified to do business and in good standing in every jurisdiction where its assets are located and wherever necessary to carry out its business and operations, except in jurisdictions where the failure to be (x) in the case of all Credit Parties, so qualified or (y) in the case of all Credit Parties other than the Borrower, in good standing, has not had, and could not reasonably be expected to have, a Material Adverse Effect.

4.2Equity Interests; Ownership; Collateral Obligations.

(a)The Equity Interests of each Borrower Entity have been duly authorized and validly issued and are fully paid and non-assessable.  As of the Closing Date, other than any capital commitments or other rights of a member or other equity holder as of the Closing Date to make capital contributions to the Borrower, there is no existing option, warrant, call, right, commitment or other agreement to which any Borrower Entity is a party requiring, and there is no membership interest or other Equity Interests of any Borrower Entity outstanding which upon conversion or exchange would require, the issuance by such Borrower Entity of any additional membership

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interests or other Equity Interests of it or other Securities convertible into, exchangeable for or evidencing the right to subscribe for or purchase, a membership interest or other Equity Interests of such Person.

(b)Appendix C-1 correctly sets forth the ownership interest of the Borrower in its Subsidiaries, if any, as of the Closing Date.

(c)Appendix C-2 correctly sets forth a true, correct and complete list of all Collateral Obligations owned by the Borrower Entities as of the Closing Date.

4.3Due Authorization.

The execution, delivery and performance of the Transaction Documents and the pledge and assignment of a security interest in the Collateral on the terms and conditions herein provided have been duly authorized by all necessary action on the part of each of Credit Party that is a party thereto.

4.4No Conflict.

The execution, delivery and performance by each Credit Party of the Transaction Documents to which it is a party and the consummation of the transactions contemplated by the Transaction Documents do not and will not (a) violate (1) in any respect any provision of any law or any governmental rule or regulation applicable to it, (2) any of its Organizational Documents or (3) any order, judgment or decree of any court or other agency of government binding on it or its properties (except, in the case of the Equity Holder or any Guarantor Entity, to the extent such violation is not a violation that would reasonably be expected to result in a Material Adverse Effect); (b) conflict with, result in a breach of or constitute (with due notice or lapse of time or both) a default under any of its contractual obligations; (c) result in or require the creation or imposition of any Lien upon any of its properties or assets (other than any Liens created under any of the Transaction Documents in favor of Collateral Agent for the benefit of the Secured Parties and any other Permitted Liens); or (d) require any approval of stockholders, members or partners or any approval or consent of any Person under any contractual obligation, except for such approvals or consents which will be obtained on or before the Closing Date and disclosed in writing to Lenders.

4.5Governmental Consents.

The execution, delivery and performance by each Credit Party of the Transaction Documents to which it is a party and the consummation of the transactions contemplated by the Transaction Documents do not and will not require any registration with, consent or approval of, or notice to, or other action to, with or by, any Governmental Authority, except for filings and recordings with respect to the Collateral to be made, or otherwise delivered to Collateral Agent for filing and/or recordation, as of the Closing Date.

4.6Binding Obligation.

Each Transaction Document to which each Credit Party is a party has been duly executed and delivered by such Credit Party and is the legally valid and binding obligation of such

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Credit Party, enforceable against such Credit Party in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability.

4.7Adverse Proceedings, Etc.

There are no Adverse Proceedings, individually or in the aggregate, (i) asserting the invalidity of any Transaction Document to which a Credit Party is a party, (ii) seeking to prevent the consummation of any of the transactions contemplated by any Transaction Document to which a Credit Party is a party or (iii) that could reasonably be expected to have a Material Adverse Effect.  No Credit Party (a) is in violation of any Applicable Laws that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect or (b) is subject to or in default with respect to any final judgments, writs, injunctions, decrees, rules or regulations of any court or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

4.8Payment of Taxes.

Except as otherwise permitted hereunder, all U.S. federal income and other material Tax returns and reports required to be filed by any Credit Party (or any Subsidiary thereof) have been timely filed, and all U.S. federal income and other material Taxes that are due and payable and all assessments, fees and other governmental charges upon the Credit Parties (or any Subsidiaries thereof) and upon their respective properties, assets, income, businesses and franchises which are due and payable have been paid when due and payable, except, in each case, Taxes that are being contested in good faith by appropriate proceedings and for which adequate reserves in accordance with GAAP are being maintained by the applicable Credit Party.  There is no proposed material Tax assessment against any Credit Party (or any Subsidiary thereof) that is not being actively contested in good faith and by appropriate proceedings and for which adequate reserves are not being maintained in accordance with GAAP.

4.9Properties.

Each Grantor has (or will have upon Acquisition) good, sufficient and legal title to its properties and assets.  Except as permitted by this Agreement, all such properties and assets are (or will be upon Acquisition) free and clear of Liens other than Permitted Liens.  No Grantor owns or leases any real estate.

4.10No Defaults.

No Credit Party is in default in the performance, observance or fulfillment of any of the obligations, covenants or conditions contained in any of its contractual obligations, and no condition exists which, with the giving of notice or the lapse of time or both, could constitute such a default, except, in the case of the Equity Holder or any Guarantor Entity, where the consequences, direct or indirect, of such default or defaults, if any, would not reasonably be expected to have a Material Adverse Effect.

4.11Material Contracts.

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No Material Contracts are in effect as of the Closing Date.

4.12Governmental Regulation.

No Credit Party (other than the Equity Holder) is required to register as an investment company under the Investment Company Act.  The business and other activities of the Credit Parties, including the making of the Loans hereunder, the application of the proceeds thereof and repayment thereof by the Borrower and the consummation of the transactions contemplated by the Transaction Documents, do not result in a violation or breach in any material respect of the provisions of the Investment Company Act or any rules, regulations or orders issued by the Securities and Exchange Commission thereunder, in each case that are applicable to the Credit Parties.

4.13Federal Reserve Regulations; Exchange Act.

No Credit Party is engaged principally, or as one of its important activities, in the business of extending credit for the purpose of buying or carrying Margin Stock.  No portion of the proceeds of any Credit Extension shall be used in any manner, whether directly or indirectly, that causes or could reasonably be expected to cause, such Credit Extension or the application of such proceeds to violate Regulation T, Regulation U or Regulation X or any other regulation of the Board of Governors or to violate the Exchange Act.

4.14Employee Benefit Plans.

Except as would not reasonably be expected to result in a Material Adverse Effect, neither the Borrower, any of its Subsidiaries, the Equity Holder nor any ERISA Affiliate of any of the foregoing maintains, contributes to or has any liability with respect to any Pension Plan or Multiemployer Plan.  No ERISA Event has occurred, when taken together with all other such ERISA Events for which liability is reasonably expected to occur, which would reasonably be expected to result in a Material Adverse Effect.  The assets of the Borrower are not treated as “plan assets” for purposes of Section 3(42) of ERISA.

4.15Solvency.

Each Credit Party is and, upon the incurrence of any Obligation by any Credit Party on any date on which this representation and warranty is made, will be, on a consolidated basis with its consolidated group (if applicable), solvent.

4.16Compliance with Statutes, Etc.

Each Credit Party is in compliance with all applicable statutes, regulations and orders of, and all applicable restrictions imposed by, all Governmental Authorities, in respect of the conduct of its business and the ownership of its property, except such non-compliance that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

4.17Information Accurate.

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(a)All information, exhibits, financial statements, documents, books, records or reports furnished by or on behalf of the Credit Parties pursuant to the Transaction Documents or in any other documents, certificates or written statements (other than projections, forward-looking information and matters of a general economic nature) furnished to any Agent or Lender by or on behalf of any Credit Party for use in connection with the transactions contemplated hereby, are, as of their respective delivery dates (or such other date as may be specified therein), true, complete and correct in all material respects and taken as a whole, do not contain (after taking into account all updates, modifications and supplements to such information) any untrue statements of fact or omit to state a material fact (known to the Borrower, in the case of any document not furnished by it or any information obtained by such Credit Party from an Obligor or other unaffiliated third party) necessary in order to make the statements contained herein or therein not misleading in light of the circumstances in which the same were made.

(b)There are no facts known (or which should upon the reasonable exercise of diligence be known) to any Credit Party (other than matters of a general economic nature) that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect and that have not been disclosed herein or in such other documents, certificates and statements furnished to the Administrative Agent or the Lenders for use in connection with the transactions contemplated hereby, immediately after giving effect to the delivery of any Financial and Other Information and any and all updates and deliveries to the Administrative Agent or Lenders from time to time.

4.18Sanctioned Persons; Anti-Corruption Laws; PATRIOT Act.

No Credit Party nor any of its directors, officers, employees, controlled Affiliates or, to the knowledge of the Borrower, agents, or advisors is a Sanctioned Person.  Each Credit Party and their respective directors, officers, employees, controlled Affiliates and, to the knowledge of the Borrower, agents, and advisors  is in compliance in all material respects with (a) all Sanctions, (b) Anti-Corruption Laws and (c) the PATRIOT Act and any other applicable Anti-Money Laundering Laws.

No part of the proceeds of the Loans will be used, lent, contributed, or otherwise made available, directly or knowingly indirectly, (A) for the purpose of financing or funding or facilitating any activities or business of or with any Sanctioned Person or in or with any Sanctioned Territory, (B) for any payments to any governmental official or employee, political party, official of a political party, candidate for political office, or any other Person, in order to obtain, retain or direct business or obtain any improper advantage, or (C) in any other manner that could result in a violation of Sanctions, Anti-Corruption Laws, or Anti-Money Laundering Laws by any Person.

The Borrower shall not permit any Sanctioned Person or Sanctioned Territory to have any direct or indirect interest in or connection to any funds repaid or remitted by the Borrower in connection with this Agreement that could result in a violation of Sanctions by, or a restriction on the use of such funds with respect to, any Person participating in the transactions contemplated hereby.

4.19[Reserved].

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4.20[Reserved].