Commitment Increase Agreement, dated as of January 17, 2024, by and among HPS Corporate Lending Fund, JPMorgan Chase Bank, N.A., as administrative agent, and Deutsche Bank AG New York Branch, as the increasing lender

EX-10.1 2 d632703dex101.htm EX-10.1 EX-10.1

Exhibit 10.1

EXECUTION VERSION

COMMITMENT INCREASE AGREEMENT

January 17, 2024

JPMorgan Chase Bank, N.A., as

Administrative Agent

500 Stanton Christiana Road

NCC 5, Floor 1

Newark, DE ###-###-####

Attention: Loan & Agency Services Group

Ladies and Gentlemen:

We refer to the Senior Secured Revolving Credit Agreement dated as of June 23, 2022 (as amended by that certain Amendment No.1 dated as of October 30, 2023 and as further amended, modified or supplemented from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined) among HPS Corporate Lending Fund (the “Borrower”), the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent for said Lenders. You have advised us that the Borrower has requested in a letter dated January 17, 2024 (the “Increase Request”) from the Borrower to the Administrative Agent that the aggregate amount of the Commitments be increased on the terms and subject to the conditions set forth herein.

A. Commitment Increase. Pursuant to Section 2.08(e) of the Credit Agreement, Deutsche Bank AG New York Branch (the “Increasing Lender”), hereby agrees to make an additional Commitment in the amount set forth in Schedule I hereto pursuant to the instruction of the Administrative Agent, such additional Commitment to be effective as of the Increase Date (as defined in the Increase Request); provided that the Administrative Agent shall have received a duly executed officer’s certificate from the Borrower, dated the Increase Date, in substantially the form of Exhibit I hereto.

B. Confirmation of Increasing Lender. The Increasing Lender agrees that from and after the Increase Date, its additional Commitment, set forth in Schedule I hereto shall be included in its Commitment and be governed for all purposes by the Credit Agreement and the other Loan Documents.

C. Counterparts. This Commitment Increase Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. The words “execution,” “signed,” “signature,” and words of like import in or related to any document to be signed in connection with this Commitment Increase Agreement and the transactions contemplated hereby shall be deemed to include electronic signatures (including, for the avoidance of doubt, electronic signatures utilizing the DocuSign platform) or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act, or any other similar state laws based on the Uniform Electronic Transactions Act.


EXECUTION VERSION

 

D. Governing Law. This Commitment Increase Agreement shall be construed in accordance with and governed by the law of the State of New York. Sections 9.09 and 9.10 of the Credit Agreement are incorporated herein by reference mutatis mutandis.


EXECUTION VERSION

 

Very truly yours,
INCREASING LENDER
DEUTSCHE BANK AG NEW YORK BRANCH
By:  

/s/ Marko Lukin

  Name:   Marko Lukin
  Title:   Vice President
  ***@***
  +1 ###-###-####
By:  

/s/ Ming K. Chu

  Name:   Ming K. Chu
  Title:   Director
  ***@***
  +1(212 ###-###-####

Signature Page – Commitment Increase Agreement


EXECUTION VERSION

 

Accepted and agreed:

HPS CORPORATE LENDING FUND

 

By:  

/s/ Robert Busch

Name: Robert Busch
Title: Chief Financial Officer

Signature Page – Commitment Increase Agreement


EXECUTION VERSION

 

Acknowledged:

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

 

By:  

/s/ Tom Gillespie

Name: Tom Gillespie

Title: Executive Director

Signature Page – Commitment Increase Agreement


EXECUTION VERSION

 

SCHEDULE I

 

Increasing Lender

  

Commitment Increase

Deutsche Bank AG New York Branch

  

$25,000,000 (Dollar)