Note
EXHIBIT C
Form of 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
PREAMBLE
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 practices and collection
procedures