18.12 Limited Recourse to the Lenders
157158
Section 18.13 ENTIRE AGREEMENT 158
Section 18.14
Confidentiality 158159
Section 18.15 Replacement of Lenders 159
Section 18.16 No Advisory or Fiduciary Responsibility 159160
Section 18.17
Option to Acquire Rating 160161
Section 18.18 Acknowledgement and Consent
to Bail-In of EEA Financial Institutions 160161
Section 18.19
Acknowledgement Regarding Any Supported QFCs 161
viii
EXHIBIT A Form of Note EXHIBIT B Audit Standards EXHIBIT C-1 Form of Advance
Request EXHIBIT C-2 Form of Electronic Asset Approval Request EXHIBIT C-3 Form
of Electronic Asset Approval Notice EXHIBIT D Form of Distribution Date
Statement EXHIBIT E Form of Custodian Certification EXHIBIT F-1 Request for
Release EXHIBIT F-2 Request for Release and Receipt EXHIBIT F-3 Request for
Release of Request for Release and Receipt EXHIBIT G Executive Officers of
Custodian EXHIBIT H Form of Collateral Manager's Acknowledgement EXHIBIT I
Section 4.3 Certificate EXHIBIT J-1 Required Contract Files EXHIBIT J-2
Securities Documents EXHIBIT K PitchBook Industry Codes EXHIBIT L Form of
Joinder Agreement EXHIBIT M Form of Borrowing Base Certificate SCHEDULE 7.13
Lockbox Accounts SCHEDULE 8.1 Borrower Accounts ANNEX I Credit and Collection
Policy
i
RECEIVABLES FINANCING AGREEMENT
THIS RECEIVABLES FINANCING AGREEMENT (this "Agreement") is made and entered into
as of July 15, 2020, among TPGVCTPVC FUNDING COMPANY LLC, a Maryland limited
liability company (the "Borrower"), TRIPLEPOINT PRIVATE VENTURE CREDIT INC., a
Maryland corporation, in its individual capacity ("TPVC") and as collateral
manager (in such capacity, together with its successors and permitted assigns in
such capacity, the "Collateral Manager") and as sole equityholder of the
Borrower (the "Equityholder"), each LENDER (as hereinafter defined) FROM TIME TO
TIME PARTY HERETO, U.S. BANK NATIONAL ASSOCIATION, as Custodian (as hereinafter
defined), VERVENT INC., as Backup Collateral Manager (as hereinafter defined),
DEUTSCHE BANK TRUST COMPANY AMERICAS, as paying agent (in such capacity, the
"Paying Agent") and as Collection Account Bank (as hereinafter defined),
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") and DEUTSCHE BANK AG, NEW YORK BRANCH and MUFG UNION BANK, N.A. as Joint
Lead Arrangers (each such party, in such capacity, the "Joint Lead Arrangers").
RECITALS
WHEREAS, the Borrower desires that each Lender extend financing on the terms and
conditions set forth herein and also desires to retain the Collateral Manager,
the Backup Collateral Manager and the Custodian to perform certain collateral
management functions related to the Transferred Contracts (as defined herein)
and the Borrower Collateral (as defined herein) on the terms and conditions set
forth herein; and
WHEREAS, each Lender desires to extend financing on the terms and conditions set
forth herein and the Collateral Manager, the Backup Collateral Manager and the
Custodian each desire to perform certain functions related to the Transferred
Contracts and the Borrower Collateral on the terms and conditions set forth
herein.
NOW, THEREFORE, based upon the foregoing Recitals, the premises and the mutual
agreements herein contained, and other good and valuable consideration, the
receipt and sufficiency of which is