Operating Agreement EXHIBIT D
Form of
Assignment and Acceptance EXHIBIT E
Form of Monthly Report EXHIBIT F
Form
of Servicer's Certificate EXHIBIT G
Credit and Collection Policy EXHIBIT H-1
Form of Hedging Agreement (including Schedule and Confirmation)
Relating to Interest Rate Hedge Transactions
EXHIBIT H-2
Form of Hedging Agreement (including Schedule and Confirmation)
relating to Currency Hedge Transactions
EXHIBIT I
Form of Certificate of Borrower's Counsel EXHIBIT J
Form of
Trust Receipt and Initial Certification EXHIBIT K
Form of Trust Receipt and
Final Certification EXHIBIT L
Form of Request for Release of Loan Files and
Receipt EXHIBIT M
Form of Assignment of Mortgage EXHIBIT N
Form of
Reinvestment Certification EXHIBIT O-1
Officer's Certificate as to Solvency
from Originator EXHIBIT O-2
Officer's Certificate as to Solvency from
Borrower EXHIBIT P-1
Officer's Closing Certificate from Originator EXHIBIT
P-2
Officer's Closing Certificate from Borrower EXHIBIT Q-1
Power of
Attorney from Servicer EXHIBIT Q-2
Power of Attorney from Borrower EXHIBIT R
Form of Joinder Supplement EXHIBIT S
[Reserved] EXHIBIT T
Form of Agent
and Intercreditor Provisions for Agented Loans EXHIBIT U
[Reserved] EXHIBIT V
Form of Transferee Letter SCHEDULES SCHEDULE I
Schedule of Documents
SCHEDULE II
Advance Rate Matrices SCHEDULE III
[Reserved] SCHEDULE IV
Loan List SCHEDULE V
Location of Loan Files
v
Exhibit 10.1
P R E A M B L E
THIS LOAN FUNDING AND SERVICING AGREEMENT (such agreement as amended, modified,
waived, supplemented or restated from time to time, the "Agreement") is made as
of this 14th day of February, 2007, by and among:
(1) KOHLBERG CAPITAL FUNDING LLC I, a Delaware limited liability company, as the
borrower (together with its successors and assigns in such capacity, the
"Borrower");
(2) KOHLBERG CAPITAL CORPORATION, a Delaware corporation ("Kohlberg Capital"),
as the servicer (together with its successors and assigns in such capacity, the
"Servicer");
(3) EACH OF THE CONDUIT LENDERS AND INSTITUTIONAL LENDERS, which may from time
to time become party hereto (each a "Lender", and collectively, the "Lenders");
(4) EACH OF THE LENDER AGENTS, which may from time to time become party hereto,
as Lender Agent;
(5) BMO CAPITAL MARKETS CORP., a Delaware corporation ("BMO"), as the Agent
(together with its successors and assigns in such capacity, the "Agent");
(6) LYON FINANCIAL SERVICES, INC., (d/b/a U.S. Bank Portfolio Services), as the
backup servicer (together with its successors and assigns in such capacity, the
"Backup Servicer"; and
(7) U.S. BANK NATIONAL ASSOCIATION, a national banking association ("U.S.
Bank"), not in its individual capacity, but solely as the trustee (together with
its successors and assigns in such capacity, the "Trustee").
IT IS AGREED as follows:
ARTICLE I
DEFINITIONS
Section 1.1 Certain Defined Terms.
(a) Certain capitalized terms used throughout this Agreement are defined above
or in this Section 1.1.
(b) As used in this Agreement and its schedules, exhibits and other attachments,
unless the context requires a different meaning, the following terms shall have
the following meanings:
"1940 Act": The Investment Company Act of 1940, as amended.
"Accepted Servicing Practices": The servicing