Exhibit 10.23


 


COMMITMENT INCREASE AGREEMENT


 


November 8, 2018


 


JPMorgan Chase Bank, N.A.,
as


Administrative Agent for the Lenders


party to the Credit Agreement referred


to below (the “Administrative Agent”)


500 Stanton Christiana Road,
NCC5/Floor 1


Newark, DE 19713


 


Ladies and Gentlemen:


 


We refer to the Senior Secured Revolving Credit
Agreement dated as of August 9, 2018 (as amended, modified or supplemented from time to time, the “Credit Agreement”;
the terms defined therein being used herein as therein defined) between Corporate Capital Trust, Inc. (“CCT”),
FS Investment Corporation (“FSIC”), FS Investment Corporation II (“FSIC II”), FS Investment
Corporation III (“FSIC III”, and together with CCT, FSIC and FSIC II, the “Borrowers”), the
Lenders party thereto, ING Capital LLC, as Collateral Agent, and JPMorgan Chase Bank, N.A., as Administrative Agent for said
Lenders. You have advised us that FSIC (the “Relevant Borrower”) has requested in a letter dated November 8,
2018 (the “Increase Request”) from the Relevant Borrower to the Administrative Agent that the aggregate amount
of the Commitments be increased on the terms and subject to the conditions set forth herein.


 


A. Commitment Increase. Pursuant to
Section 2.07(e) of the Credit Agreement, BNP Paribas (the “Assuming Lender”), hereby agrees to make Loans
in the amount set forth opposite the name of the Assuming Lender listed in Schedule I hereto pursuant to the instruction of the
Administrative Agent, such Loans to be effective as of the Increase Date (as defined in the Increase Request); provided that the
Administrative Agent shall have received a duly executed officer’s certificate from the Relevant Borrower, dated the Increase
Date, in substantially the form of Exhibit I hereto.


 


B. Confirmation of Assuming Lender.
The Assuming Lender (i) confirms that it has received a copy of the Credit Agreement and the other Loan Documents, together with
copies of the financial statements referred to therein and such other documents and information as it has deemed appropriate to
make its own credit analysis and decision to enter into this Agreement; (ii) agrees that it will, independently and without reliance
upon the Administrative Agent or any other Lender or Agent and based on such documents and information as it shall deem appropriate
at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement; and (iii) acknowledges
and agrees that, from and after the Increase Date, the Commitment Increase set forth opposite the name of the Assuming Lender listed
in Schedule I hereto shall be included in the Commitment, and the Commitment Increase shall be governed for all purposes by the
Credit Agreement and the other Loan Documents.


 




     


     


    

 


	 	Very truly yours,
	 	 
	 	BNP PARIBAS
	 	 	 
	 	By:	/s/ Liza Shabetayer 
	 	 	Name: Liza Shabetayer
	 	 	Title: Director
	 	 	 
	 	By:	/s/ Marguerite L. Lebon 
	 	 	Name: Marguerite L. Lebon
	 	 	Title: Vice President


 




     


     


    

 


	Accepted and agreed:	 
	 	 
	CORPORATE CAPITAL TRUST, INC.	 
	 	 	 
	By:	/s/ Ryan Wilson	 
	 	Name: Ryan Wilson	 
	 	Title: Chief Operating Officer	 


 




     


     


    

 


	FS INVESTMENT CORPORATION	 
	 	 	 
	By:	/s/ William Goebel	 
	 	Name: William Goebel	 
	 	Title: Chief Financial Officer	 


 




     


     


    

 


	FS INVESTMENT CORPORATION II	 
	 	 	 
	By:	/s/ William Goebel	 
	 	Name: William Goebel	 
	 	Title: Chief Financial Officer	 


 




     


     


    

 


	FS INVESTMENT CORPORATION III	 
	 	 	 
	By:	/s/ William Goebel	 
	 	Name: William Goebel	 
	 	Title: Chief Financial Officer	 


 




     


     


    

 


	Acknowledged:	 
	JPMORGAN CHASE BANK, N.A.,	 
	as Administrative Agent 	 
	 	 	 
	By:	/s/ Alfred Chi	 
	 	Name: Alfred Chi	 
	 	Title: Vice President	 


 




     


     


    

 





	Acknowledged:	 
	JPMORGAN CHASE BANK, N.A.,	 
	as Issuing Bank	 
	 	 	 
	By:	/s/ Alfred Chi	 
	 	Name: Alfred Chi	 
	 	Title: Vice President	 







 






     


     


    

 





	Acknowledged:	 
	BANK OF MONTREAL,	 
	as Issuing Bank	 
	 	 	 
	By:	/s/ Brian L. Banke 	 
	 	Name: Brian L. Banke	 
	 	Title: Managing Director	 


 




     


     


    

 


	Acknowledged:	 
	SUNTRUST BANK,	 
	as Issuing Bank	 
	 	 	 
	By:	/s/ Doug Kennedy	 
	 	Name: Doug Kennedy	 
	 	Title: Director	 


 




     


     


    

 


	Acknowledged:	 
	ING CAPITAL LLC,	 
	as Issuing Bank	 
	 	 	 
	By:	/s/ Patrick Frisch	 
	 	Name: Patrick Frisch	 
	 	Title: Managing Director	 
	 	 	 
	By:	/s/ Dominik G. Breuer	 
	 	Name: Dominik G. Breuer, CFA	 
	 	Title: Vice President	 


 




     


     


    

 


SCHEDULE I


 


	Assuming Lender	 	Commitment	 
	 	 	 	 
	BNP Paribas	 	$	30,000,000.00