EX-10.3





 Exhibit 10.3 

LOAN AGREEMENT 
 THIS LOAN AGREEMENT (this
“Agreement”) is made, entered into and effective as of September 13, 2021 (the “Effective Date”), by and between Owl Rock Feeder FIC BDC III LLC, a Delaware limited liability company (“Lender”)
and Owl Rock Capital Corporation III, a Maryland corporation (the “Borrower”). Lender or Borrower may be individually referred to herein as a “party” or collectively as the “parties.” 

RECITALS 
 WHEREAS, from
time to time the Borrower intends to borrow from Lender and Lender intends to lend to Borrower the principal sum of up to $250,000,000.00 (the “Loan Amount”) via this revolving loan facility. 

AGREEMENTS 
 NOW THEREFORE, in
consideration of the mutual covenants hereinafter contained, it is hereby agreed as follows: 
  

	 	1.	 Loans. Subject to the terms of this Agreement and the Revolving Promissory Note issued by Borrower to
Lender in the principal amount of $250,000,000.00 (the “Revolving Note”) in substantially the form attached hereto as Exhibit A, Borrower agrees to take and Lender agrees to make certain Advances (as defined below) of up to
and including the Loan Amount, said loan to be evidenced by the Revolving Note. The terms and conditions of the Revolving Note are hereby expressly incorporated herein by reference and made a part hereof. 



 

	 	2.	 Notes. The obligation to repay the Loan together with interest and other charges thereon shall be
evidenced by the Revolving Note. 


  

	 	3.	 Advances. Lender agrees, on the terms and subject to the conditions set forth below, for a period
commencing on the Effective Date and ending on February 27, 2023 (the “Draw Period”), to make certain advances (each an “Advance” or collectively, “Advances”) or
re-Advances to Borrower. As used herein, the term “Disburse” or “Disbursement” shall mean the disbursement of Advances made or to be made by Lender. 



 

	 	4.	 Payment and Balance. All payments of principal, interest and other charges under the Notes and of all
amounts hereunder shall be made to Lender in immediately available funds. Borrower and Lender agree that the amount shown on Schedule A to the Revolving Note shall be prima facie evidence of the outstanding balance of the Revolving Note. The unpaid
principal balance of any Advance and accrued interest thereon shall be immediately due and payable upon 120 days written notice by the Lender, but in any event no later than February 28, 2023. 



 

	 	5.	 Interest. 


  

	 	a.	 Advances made under the Revolving Note shall bear interest at a rate equal to the lesser of (i) the rate
of interest for an ABR Loan or (ii) the rate of interest for a Eurodollar Loan under the Credit Agreement dated as of April 15, 2021, as amended or supplemented from time to time (the “MUFG Agreement”), by and among Owl
Rock Capital Advisors LLC, as Borrower, the several lenders from time to time party thereto, MUFG Union Bank, N.A., as Collateral Agent and MUFG Bank, Ltd., as Administrative Agent. 



 

	 	b.	 The particular interest rate for each Advance shall be set forth on Schedule A to the Revolving Note and shall
be prima facie evidence of the interest rate for such Advance. 















	 	6.	 Prepayment. Borrower may at any time prepay in whole or in part without penalty or premium the unpaid
principal balance of any Advance. 


  

	 	7.	 Choice of Law. This Agreement shall be governed by, and construed and enforced in accordance with, the
laws of the State of New York. 


 [intentionally blank] 












 IN WITNESS WHEREOF, each of the Borrower and Lender have caused this Agreement to be
executed and delivered by its respective duly authorized officer, as of the date first shown above. 
  

			
	Owl Rock Capital Corporation III


 
			
		
	By:	 	/s/ Bryan Cole


 
			
	Name:	 	Bryan Cole


 
			
	Title:	 	Chief Financial Officer
	
	 Owl Rock Feeder FIC BDC III
LLC



 
			
		
	By:	 	/s/ Alan Kirshenbaum


 
			
	Name:	 	Alan Kirshenbaum


 
			
	Title:	 	Chief Financial Officer of Owl Rock Feeder FIC LLC, Sole Member














 Exhibit A 

REVOLVING PROMISSORY NOTE 
  

			
	 $250,000,000
	  	Dated:

 FOR VALUE RECEIVED, OWL ROCK CAPITAL CORPORATION III, a Maryland corporation
(“Borrower”), promises to pay to the order of Owl Rock Feeder FIC BDC III LLC, a Delaware limited liability company (“Lender”), at the time and in the
manner set forth in that certain Loan Agreement, dated September 13, 2021 (as the same may be further amended, modified, supplemented, extended or restated from time to time, (the “Loan Agreement”), at its principal
place of business located at 399 Park Avenue, 38th Floor, New York, New York 10022, the principal sum of $250,000,000 (two hundred and fifty million dollars), or such lesser amount as may be
advanced hereunder from time to time, together with interest on the unpaid principal balance hereof at the rate or rates provided for in the Loan Agreement. 

This note is given for one or more advances to be made by the Lender to the Borrower to pursuant to the Loan Agreement, all of the terms and
provisions of which are hereby incorporated by reference. Advances, accrued interest and payments shall be posted by the Lender and the Borrower on Schedule A hereto, which shall constitute prima facie evidence of the outstanding principal
and interest on the advances. Any amount of principal hereof which is not paid when due, whether at stated maturity, by acceleration or otherwise, shall bear interest from the date when due until said principal amount is paid in full, payable on
demand, at a rate per annum set forth in the Loan Agreement. 
 Except as otherwise expressly provided herein, Borrower waives presentment,
protest and demand, notice of protest, demand and dishonor and nonpayment of this Note, without in any way affecting the liability of Borrower to this Note. 

If any provision of this Note is invalid or unenforceable, the other provisions of this Note shall remain in full force and effect, and the
invalidity of any provision hereof shall not affect the validity or enforceability of any other provision of this Note. 
 This Note shall
be governed by, and construed and enforced in accordance with, the laws of the State of New York. 
 This Note shall be binding upon and
inure to the benefit of Lender and Borrower and their respective successors and assigns. 
 IN WITNESS WHEREOF, Borrower has caused this
Note to be executed as of ___, 202_. 
  

			
	Owl Rock Capital Corporation III


 
			
		
	By:	 	 


 
			
	Name:	 	Bryan Cole


 
			
	Title:	 	Chief Financial Officer














 SCHEDULE A 

to 
 Promissory Note

 The Borrower and Lender shall note on this Schedule A each Advance and each repayment of principal with respect thereto, which
shall be prima facie evidence of the outstanding balance of this Promissory Note. 
  

											
	 Date
	  	 Amount of

Advance
	  	 Interest
Rate
	  	 Amount of
Principal Paid
	  	 Borrower
Authorization
	  	 Lender
Authorization