Common use of Liens and Security Interest Clause in Contracts

Liens and Security Interest. To secure performance by the Borrower Parties of the payment and performance of the Obligations: (i) Borrower shall grant to Administrative Agent, for the benefit of each of the Lenders an exclusive, perfected, first priority security interest and Lien in and to the Collateral Account pursuant to an Assignment of Account for the Collateral Account and will enter into a Deposit Account Control Agreement with respect thereto; and (ii) Borrower and its Adviser, to the extent of their respective interests therein, shall grant to Administrative Agent, for the benefit of Lenders, an exclusive, perfected, first priority security interest and Lien in and to the Capital Calls, Capital Commitments, and Capital Contributions, including, without limitation, any rights to make Capital Calls, receive payment of Capital Commitments and enforce the payment thereof pursuant to a Security Agreement and to enforce the payment thereof or any guarantees thereof now existing or hereafter arising (the collateral in clauses (i) and (ii) of this Section 5.01 being, collectively, the “Collateral”). In order to secure further the payment and performance of the Obligations and to effect and facilitate Lenders’ right of setoff, Borrower hereby irrevocably appoints Administrative Agent as subscription agent and the sole party entitled in the name of Borrower upon the occurrence and during the continuance of an Event of Default, subject to Section 11.02 hereof, to make any Capital Calls upon the Investors pursuant to the terms of the Subscription Agreements.