Borrower Indemnity
113
Section 16.2
Reserved
114
Section 16.3
Contribution
114
Section 16.4
After-Tax Basis
114
Article XVII
MISCELLANEOUS
114
Section 17.1
No Waiver; Remedies
114
Section 17.2
Amendments, Waivers
115
Section 17.3
Notices, Etc
115
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Section 17.4
Costs and Expenses
115
Section 17.5
Binding Effect; Survival
116
Section 17.6
Captions and Cross References
116
Section 17.7
Severability
116
Section 17.8
GOVERNING LAW
117
Section 17.9
Counterparts
117
Section 17.10
WAIVER OF JURY TRIAL
117
Section 17.11
No Proceedings
117
Section 17.12
Limited Recourse
118
Section 17.13
ENTIRE AGREEMENT
118
Section 17.14
Confidentiality
118
Section 17.15
Non-Confidentiality of Tax Treatment
119
Section 17.16
Replacement of Lenders
119
Section 17.17
Consent to Jurisdiction
120
Section 17.18
Non-Recourse Obligations
120
Section 17.19
No Petition
121
Section 17.20
Acknowledgement and Consent to Bail-In of EEA Financial Institutions
121
Article XVIII
COLLATERAL CUSTODIAN
121
Section 18.1
Designation of Collateral Custodian
121
Section 18.2
Duties of the Collateral Custodian
122
Section 18.3
Delivery of Collateral Obligation Files
124
Section 18.4
Collateral Obligation File Certification
124
Section 18.5
Release of Collateral Obligation Files
125
Section 18.6
Examination of Collateral Obligation Files
127
Section 18.7
Lost Note Affidavit
127
Section 18.8
Transmission of Collateral Obligation Files
127
Section 18.9
Merger or Consolidation
127
Section 18.10
Collateral Custodian Compensation
128
Section 18.11
Removal or Resignation of Collateral Custodian
128
Section 18.12
Limitations on Liability
129
Section 18.13
Collateral Custodian as Agent of Collateral Agent
130
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EXHIBIT A
Form of Note
EXHIBIT B
Audit Standards
EXHIBIT C-1
Form of Advance Request
EXHIBIT C-2
Form of Reinvestment Request
EXHIBIT C-3
Form of Asset Approval Request
EXHIBIT D
Form of Monthly Report
EXHIBIT E
Form of Approval Notice
EXHIBIT F‐1
Authorized Representatives of Investment Manager
EXHIBIT F‐2
Request for Release and Receipt
EXHIBIT F‐3
Request for Release of Request for Release and Receipt
EXHIBIT G-1
U.S. Tax Compliance Certificate (Foreign Lender - non-Partnerships)
EXHIBIT G-2
U.S. Tax Compliance Certificate (Foreign Participant - non-Partnerships)
EXHIBIT G-3
U.S. Tax Compliance Certificate (Foreign Participants - Partnerships)
EXHIBIT G-4
U.S. Tax Compliance Certificate (Foreign Lenders - Partnerships)
EXHIBIT H
Schedule of Collateral Obligations Certification
SCHEDULE 1
Diversity Score Calculation
SCHEDULE 2
Moody's Industry Classification Group List
SCHEDULE 3
Collateral Obligations
SCHEDULE 4
Effective Date Participation Interests
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LOAN FINANCING AND SERVICING AGREEMENT
THIS LOAN FINANCING AND SERVICING AGREEMENT is made and entered into as of May
15, 2013, among TCPC FUNDING I, LLC, a Delaware limited liability company (the
"Borrower"), each LENDER (as hereinafter defined) FROM TIME TO TIME PARTY
HERETO, the AGENTS for the Lender Groups (as hereinafter defined) from time to
time parties hereto (each such party, in such capacity, together with their
respective successors and permitted assigns in such capacity, an "Agent") WELLS
FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent and Collateral Custodian
(each as hereinafter defined), and DEUTSCHE BANK AG, NEW YORK BRANCH, as
Facility Agent (in such capacity, together with its successors and permitted
assigns in such capacity, the "Facility Agent").
RECITALS
WHEREAS, the Borrower