CUSTODIAN AGREEMENTCustodian Agreement • November 12th, 2014 • FS Energy & Power Fund II • Massachusetts
This Agreement, dated as of September 29, 2014, is by and between FS ENERGY AND POWER FUND II, a Delaware statutory trust (the “Company”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • March 9th, 2016 • FS Energy & Power Fund II • Missouri
This Amended and Restated Escrow Agreement (this “Agreement”) is made and entered into as of this [ ] day of [ ], 2016 by and among FS Energy and Power Fund II, a Delaware statutory trust (the “Company”), UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”), and FS2 Capital Partners, LLC, a Delaware limited liability company (the “Dealer Manager”), for itself and for and on behalf of its selected dealers (the “Selected Dealers”).
FS ENERGY AND POWER FUND II Up to 300,000,000 Common Shares of Beneficial Interest, $0.001 par value per share DEALER MANAGER AGREEMENT JULY 31, 2014Selected Dealer Agreement • November 12th, 2014 • FS Energy & Power Fund II • Delaware
FS Energy and Power Fund II, a Delaware statutory trust (the “Company”), has registered for public sale (the “Offering”) a maximum of 300,000,000 common shares of beneficial interest, $0.001 par value per share (the “Common Shares”), to be issued and sold to the public on a “best efforts” basis (the “Offered Shares”) through you as the managing dealer (the “Dealer Manager”) and the broker-dealers, registered investment advisors (“RIA”) and other financial intermediaries (the “Selected Dealers”) participating in the offering at an initial offering price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased). Terms not otherwise defined herein shall have the same meaning as in the Prospectus, as that term is defined in Section 1.1 below.
INVESTMENT SUB-ADVISORY AGREEMENT BY AND BETWEEN FSEP II ADVISOR, LLC AND GSO CAPITAL PARTNERS LPInvestment Sub-Advisory Agreement • August 22nd, 2014 • FS Energy & Power Fund II • New York
THIS INVESTMENT SUB-ADVISORY AGREEMENT (“Agreement”) made this [·] day of [·], 2014, by and between FSEP II ADVISOR, LLC, a Delaware limited liability company (the “Adviser”), and GSO CAPITAL PARTNERS LP, a Delaware limited partnership (the “Sub-Adviser”).
AMENDED AND RESTATED INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT BETWEEN FS ENERGY AND POWER FUND II AND FSEP II ADVISOR, LLCAdministrative Services Agreement • March 9th, 2016 • FS Energy & Power Fund II • New York
This Amended and Restated Investment Advisory and Administrative Services Agreement (the “Agreement”) is made this [ ] day of [ ], 2016, by and between FS ENERGY AND POWER FUND II, a Delaware statutory trust (the “Company”), and FSEP II ADVISOR, LLC, a Delaware limited liability company (the “Adviser”).
EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTAnd Conditional Reimbursement Agreement • November 12th, 2014 • FS Energy & Power Fund II • Delaware
This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this 31st day of July, 2014, by and between FS ENERGY AND POWER FUND II, a Delaware statutory trust (the “Company”), and FRANKLIN SQUARE HOLDINGS, L.P., a Pennsylvania limited partnership (“FSH”).
AMENDED AND RESTATED EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENTExpense Support and Conditional Reimbursement Agreement • March 9th, 2016 • FS Energy & Power Fund II • Delaware
This Amended and Restated Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this [ ] day of [ ], 2016, by and between FS ENERGY AND POWER FUND II, a Delaware statutory trust (the “Company”), and FRANKLIN SQUARE HOLDINGS, L.P., a Pennsylvania limited partnership (“FSH”).
FS ENERGY AND POWER FUND II Up to 300,000,000 Common Shares of Beneficial Interest, $0.001 par value per share FORM OF DEALER MANAGER AGREEMENTInvestment Advisory Agreement • June 2nd, 2014 • FS Energy & Power Fund II • Delaware
