(vi) seeks, consents to or acquiesces in the appointment of a trustee, receiver or liquidator of the Person or of all or any substantial part of its properties, or (B) if 120 days have elapsed after the commencement of any proceedingĪgainst such Person seeking reorganization, arrangement, composition, readjustment, liquidation or similar relief under any statute, law or regulation, and such proceeding has not been dismissed, or if 90 days have elapsed after the appointment Readjustment, liquidation or similar relief under any statute, law or regulation, (v) files an answer or other pleading admitting or failing to contest the material allegations of a petition filed against it in any proceeding of this nature, (iii) is adjudged a bankrupt or insolvent, or has entered against it an order for relief, in any bankruptcy or insolvency proceedings, (iv) files a petition or answer seeking for itself any reorganization, arrangement, composition, “ Bankruptcy” means, with respect to any Person, (A) if such Person (i) makes an assignment for the benefit of creditors, (ii) files a voluntary petition in bankruptcy, “ Agreement” has the meaning set forth in the first paragraph hereof. The election of directors of such Person or (y) to direct or cause the direction of the management and policies of such Person whether by contract or otherwise. For the purposes of this definition, control of a Person means the power, direct or indirect, (x) to vote more than 50% of the securities having ordinary voting power for (iii) of any Person described in clause (a) of this sentence. “ Affiliate” means, with respect to a Person, (a) any other Person who, directly or indirectly, is inĬontrol of, or controlled by, or is under common control with, such Person or (b) any other Person who is a director, officer, employee or general partner (i) of such Person, (ii) of any subsidiary or parent company of such Person or “ Advisers Act” means the Investment Advisers Act of 1940, as amended. “ Adjustment Date” means (i) each day immediately prior to the day on which an additional Member is admitted to theĬompany as a Member and (ii) any other date reasonably believed by the Designated Manager to be appropriate so as to properly reflect the economic relationship among the Members. “ Accounting Period” means any period that begins on the date hereof or at the opening of business on the day following the end of a previous Accounting Period and ends at the close ofīusiness on the earlier of the next Adjustment Date, the end of a Fiscal Year and the date on which the Company is dissolved.
Section 1.1(a) or otherwise specified or defined herein, capitalized terms used herein shall have the meanings assigned to them in the Credit Agreement, dated as of August 22, 2011 (the “ Credit Agreement”), by andĪmong the Company, as the borrower, the lenders from time to time party thereto and Deutsche Bank AG, New York Branch as the administrative agent. Valuable consideration, the receipt, adequacy and sufficiency of which are hereby acknowledged, the Initial Member, the Designated Manager and the Independent Manager, intending to be legally bound, agree as follows: NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained and other good and WHEREAS, in accordance with the LLC Act, the Initial Memberĭesires to enter into this Agreement to form the Company and set forth the rights, powers and interests of the Members with respect to the Company and the Membership Interests therein and to provide for the management of the business and operations Time to time (the “ LLC Act”) and this Agreement This LIMITED LIABILITY COMPANY AGREEMENT (this “ Agreement”) of CCT Funding LLC, a Delaware limited liability company (the “ Company”), is dated and effective as ofĪugust 22, 2011, by CORPORATE CAPITAL TRUST, INC., a Maryland corporation, in its capacity as sole member of the Company (the “ Initial Member”) and as the designated manager (the “ Designated Manager”), andĭonald Puglisi, as the independent manager (the “ Independent Manager”).Ĭaused to be filed a Certificate of Formation with the Secretary of State of the State of Delaware to form the Company under and pursuant to the Delaware Limited Liability Company Act, 6 Del. Dated and effective as of August 22, 2011
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