Common use of Replacement of Notes Clause in Contracts

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereof, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the (i) Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), this Agreement) or upon receipt by the Company’s Agent (if such Agent is at the time designatedii) Registrar at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Subordinated Note (which evidence shall be, in the case of an Institutional Investora holder of Subordinated Notes, notice from such Institutional Investor holder of such ownership and such loss, theft, destruction or mutilation), and (ai) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company Registrar (provided that if the holder of such Subordinated Note is, or is a nominee for, an original Purchaser or another holder of a Subordinated Note with a minimum net worth of at least $50,000,000 the principal amount of the replaced Subordinated Note or that is a Qualified Institutional Buyeran “accredited investor” as defined in Section 6.5 hereof, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), ; or (bii) in the case of mutilation, upon surrender and cancellation thereof, Registrar shall, within 10 ten (10) Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofSubordinated Note, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Subordinated Note or dated the date of such lost, stolen, destroyed or mutilated Subordinated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at Issuer and the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, Trustee of evidence reasonably satisfactory to it each of them of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, (i) if the holder is a Purchaser, its nominee or other nationally recognized bank, insurance company, benefit society or other institutional investor, upon receipt of an unsecured indemnity agreement signed by the holder of the Note in form reasonably satisfactory to the Company Issuer and the Trustee to save each of them harmless, or (provided that if the holder ii) otherwise, upon receipt of such Note is, security or is a nominee for, an original Purchaser indemnity as may be reasonably required by the Issuer or another holder the Trustee to save each of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory)them harmless, or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafterthe Issuer, the Company at its own expense shall expense, will execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, and arrange for the authentication by the Trustee of (and the Trustee will authenticate), a new Note of the same series in the remaining unpaid principal amount thereoflike tenor, dated and bearing interest from the date to which interest shall have has been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have has been paid thereon.

Replacement of Notes. Upon receipt by the Company Notes Agent at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, 15.6 of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company and the Notes Agent (provided that if the holder of such Note is, or is a nominee for, an original Initial Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereofthereof and receipt of indemnity reasonably satisfactory to the Company and the Notes Agent (provided that if the holder of such Note is, or is a nominee for, an Initial Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), within 10 Business Days thereafter, the Notes Agent shall request that the Company, and the Company shall (at its own expense shall expense), execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new replacement Note of the same series in the remaining unpaid principal amount thereofSeries, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an any Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and and (a) in x)in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original a Purchaser party hereto on the Closing Date or another holder of a Note with a minimum net worth of at least $50,000,000 10,000,000 in excess of the amount of such Note or that is a Qualified Institutional Buyer, such Person’s 's own unsecured agreement of indemnity shall be deemed to be satisfactory), or or (by) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten Business Days thereafter, the thereafter Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofto such Purchaser, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(318(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, or is a nominee for, an original a Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereof, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, or is a nominee for, an original a Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereof, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of a bond or other indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 the greater of (i) the principal amount of such Note or that is (ii) US$5,000,000, and the Company receives a Qualified Institutional Buyercertification from any senior financial officer or other individual with the responsibility for the administration of such Person's investment in the Notes to such effect, such Person’s 's own duly authorized unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofNote, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer BLACKROCK ▇▇▇▇▇ CAPITAL CORPORATION NOTE PURCHASE AGREEMENT (all as specified in Section 19(318(a)(C)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofseries, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(318(3)), or upon receipt by the -41- Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereof, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership (or of ownership by such Institutional Investor's nominee) and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, is an Institutional Investor or is a nominee for, of an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional BuyerInvestor, such Person’s Institutional Investor's own unsecured letter agreement of indemnity shall be deemed to be satisfactorysatisfactory for such purpose), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall will execute and deliver and, within five (or cause the Company’s Agent to 5) Business Days after such receipt, deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofSeries, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer50,000,000, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), oror STERIS CORPORATION NOTE PURCHASE AGREEMENT (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in Series (and of the remaining unpaid principal amount thereofsame tranche if such Series has separate tranches), dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Paying Agent (or the Company if a Paying Agent has not been designated) at the address and to the attention of the designated officer (all as specified in Section 19(318(iii)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall, or shall cause the Paying Agent to, execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofNote, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(318(iii)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation, except in the case of mutilation, in the form of a lost note affidavit), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or Additional Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in Series (and of the remaining unpaid principal amount thereofsame tranche if such Series has separate tranches), dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(318(iii)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation, except in the case of mutilation, in the form of a lost note affidavit), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or Additional Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in Series (and of the remaining unpaid principal amount thereofsame tranche if such Series has separate tranches), dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.. OWL ROCK CAPITAL CORPORATION III NOTE PURCHASE AGREEMENT

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an any Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and and (a) in x)in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided provided, that if the holder of such Note is, or is a nominee for, an original a Purchaser party hereto on the Closing Date or another holder of a Note with a minimum net worth of at least $50,000,000 10,000,000 in excess of the amount of such Note or that is a Qualified Institutional Buyer, such Person’s 's own unsecured agreement of indemnity shall be deemed to be satisfactory), or or (by) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten Business Days thereafter, the thereafter Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofto such Purchaser, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention Registrar on behalf of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company or the Registrar on its behalf (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), oror AVON PRODUCTS, INC. NOTE PURCHASE AGREEMENT (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or shall cause the Company’s Paying Agent to deliver)deliver not more than ten Business Days following satisfaction of such conditions, in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofseries, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an any Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilation), and and (ax) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original a Purchaser party hereto on the Closing Date or another holder of a Note with a minimum net worth of at least $50,000,000 10,000,000 in excess of the amount of such Note or that is a Qualified Institutional Buyer, such Person’s 's own unsecured agreement of indemnity shall be deemed to be satisfactory), or or (by) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten Business Days thereafter, the thereafter Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofto such Purchaser, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership (or of ownership by such Institutional Investor's nominee) and such loss, theft, destruction or mutilation), and (aA) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided that if the holder of such Note is, is an Institutional Investor or is a nominee for, of an original Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional BuyerInvestor, such Person’s Institutional Investor's own unsecured letter agreement of indemnity shall be deemed to be satisfactorysatisfactory for such purpose), or (bB) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall will execute and deliver and, within five (or cause the Company’s Agent to 5) Business Days after such receipt, deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofSeries, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company or the Registrar at the address and to the attention of the designated officer (all as specified in Section 19(318(iii)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention principal executive office of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, Registrar of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilationmutilation in the form of a lost note affidavit), andand G▇▇▇▇ Capital Private Credit Fund Note Purchase Agreement (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or Additional Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten (10) Business Days thereafter, the Company at its own expense shall execute and deliver (deliver, or shall cause the Company’s Agent Registrar to deliver), in lieu thereof, a new Note of the same series in Series (and of the remaining unpaid principal amount thereofsame tranche if such Series has separate tranches), dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by the Company at the address and to the attention of the designated officer (all as specified in Section 19(318(iii)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investor, notice from such Institutional Investor of such ownership and such loss, theft, destruction or mutilationmutilation in the form of a lost note affidavit), and (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company it (provided that if the holder of such Note is, or is a nominee for, an original Purchaser or Additional Purchaser or another holder of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyer, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (b) in the case of mutilation, upon surrender and cancellation thereof, within 10 Business Days thereafter, the Company at its own expense shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in Series (and of the remaining unpaid principal amount thereofsame tranche if such Series has separate tranches), dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.. North Haven Private Income Fund LLC Note Purchase Agreement

Replacement of Notes. Upon receipt by the (i) Company at the address and to the attention of the designated officer (all as specified in Section 19(3))this Agreement) or (ii) U.S. Bank National Association, or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holdersCorporate Trust Services, ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, of evidence reasonably satisfactory to it of the ownership of and the loss, theft, destruction or mutilation of any Subordinated Note (which evidence shall be, in the case of an Institutional Investora holder of Subordinated Notes, notice from such Institutional Investor holder of such ownership and such loss, theft, destruction or mutilation), and (ai) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company U.S. Bank (provided that if the holder of such Subordinated Note is, or is a nominee for, an original Purchaser or another holder of a Subordinated Note with a minimum net worth of at least $50,000,000 the principal amount of the replaced Subordinated Note or that is a Qualified Institutional Buyeran “accredited investor” as defined in Section 6.5 hereof, such Person’s own unsecured agreement of indemnity shall be deemed to be satisfactory), or (bii) in the case of mutilation, upon surrender and cancellation thereof, within 10 ten Business Days thereafter, the Company at its own expense U.S. Bank shall execute and deliver (or cause the Company’s Agent to deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofSubordinated Note, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Subordinated Note or dated the date of such lost, stolen, destroyed or mutilated Subordinated Note if no interest shall have been paid thereon.

Replacement of Notes. Upon receipt by of the Company at from the address and to the attention registered holder of the designated officer (all as specified in Section 19(3)), or upon receipt by the Company’s Agent (if such Agent is at the time designated) at the address and to the attention of the Person designated by the Company as set forth in the most recent written designation of such Agent provided to holders, a Note of evidence reasonably satisfactory to it the Company of the ownership of and the loss, theft, destruction or mutilation of any Note (which evidence shall be, in the case of an Institutional Investorinstitutional investor, notice from such Institutional Investor institutional investor of such ownership and such loss, theft, destruction or mutilation), and: (a) in the case of loss, theft or destruction, of indemnity reasonably satisfactory to the Company (provided Company; PROVIDED, HOWEVER, that if the holder of such Note is, or is a nominee forPurchaser, an original Purchaser institutional investor or another holder a nominee of a Note with a minimum net worth of at least $50,000,000 or that is a Qualified Institutional Buyereither, such Person’s own the unsecured agreement of indemnity of such Purchaser or such institutional investor (but not of any nominee therefor) shall be deemed to be satisfactory), ; or (b) in the case of mutilation, upon surrender and cancellation cancelation thereof, within 10 Business Days thereafter, ; the Company at its own expense shall will execute and deliver and, within ten (or cause the Company’s Agent to 10) Business Days after such receipt, deliver), in lieu thereof, a new Note of the same series in the remaining unpaid principal amount thereofreplacement Note, dated and bearing interest from the date to which interest shall have been paid on such lost, stolen, destroyed or mutilated Note or dated the date of such lost, stolen, destroyed or mutilated Note if no interest shall have been paid thereon.