Binding Effect.
Section 12.5
Term of this Agreement.
ii
Section 12.6
GOVERNING LAW; CONSENT TO JURISDICTION; WAIVER OF OBJECTION TO VENUE.
Section 12.7
WAIVER OF JURY TRIAL.
Section 12.8
Costs, Expenses and Taxes.
Section 12.9
No Proceedings.
Section 12.10
Recourse Against Certain Parties.
Section 12.11
Protection of Security Interest; Appointment of Administrative Agent as
Attorney-in-Fact.
Section 12.12
Confidentiality.
Section 12.13
Execution in Counterparts; Severability; Integration.
EXHIBITS
EXHIBIT A
Form of Borrower Notice
EXHIBIT B
Form of Note
EXHIBIT C
Form of Assignment and Acceptance
EXHIBIT D
Form of Joinder Agreement
EXHIBIT E
Form of Monthly Report
EXHIBIT F
Form of Servicer's Certificate
EXHIBIT G
[Reserved]
EXHIBIT H
Form of Primary Document Trust Receipt
EXHIBIT I
Form of Assignment of Mortgage
EXHIBIT J-l
Officer's Certificate as to Solvency from Originator
EXHIBIT J-2
Officer's Certificate as to Solvency from Borrower
EXHIBIT K-1
Officer's Closing Certificate from Originator
EXHIBIT K-2
Officer's Closing Certificate from Borrower
EXHIBIT K-3
Officer's Closing Certificate from Servicer
EXHIBIT L
Form of Lock-Box Agreement
EXHIBIT M
Credit Report and Transaction Summary
SCHEDULES
SCHEDULE I
Schedule of Documents
SCHEDULE II
List of Lock-Box Banks, Lock-Box Accounts, Collection Account and Securities
Accounts
SCHEDULE III
Loan List
SCHEDULE IV
Form of Loans
iii
THIS CREDIT AGREEMENT is made as of May 19, 2003, among:
(1)
GLADSTONE BUSINESS LOAN, LLC, a Delaware
limited liability company,
as borrower (the "Borrower");
(2)
GLADSTONE ADVISERS, INC., a Virginia
corporation, as servicer (the "Servicer");
(3)
Each financial institution from time to
time party hereto as a "Committed Lender" and their respective successors and
assigns (collectively, the "Committed Lenders");
(4)
Each commercial paper issuer from time to
time party hereto as a "CP Lender" and their respective successors and assigns
(collectively, the "CP Lenders");
(5)
Each financial institution from time to
time party hereto as a "Managing Agent" and their respective successors and
assigns (collectively, the "Managing Agents");
(6)
CIBC WORLD MARKETS CORP. ("CIBC World
Markets"), as Structuring and Syndication Agent (the "Structuring and
Syndication Agent"); and
(7)
CANADIAN IMPERIAL BANK OF COMMERCE
("CIBC"), as "Administrative Agent" and its respective successors and assigns
(the "Administrative Agent").
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 EXHIBITS,
THE FOLLOWING TERMS SHALL HAVE THE FOLLOWING MEANINGS (SUCH MEANINGS TO BE
EQUALLY APPLICABLE TO BOTH THE SINGULAR AND PLURAL FORMS OF THE TERMS DEFINED).
Additional Amount:
Defined in Section 2.13.
Adjusted Eurodollar Rate:
For any Settlement Period, an interest rate per annum
equal to the quotient, expressed as a percentage and rounded upwards (if
necessary), to the nearest 1/100 of 1%, (i) the numerator of which is equal to
the LIBO Rate for such Settlement Period and (ii) the denominator of which is
equal to 100% minus the Eurodollar Reserve Percentage for such Settlement
Period.
Administrative Agent:
Defined in the preamble hereto.
Advance:
Defined in Section 2.1(a).
Advances Outstanding:
On