UBS SECURITIES LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement • November 18th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of December 2, 2020, is by and between UBS Securities LLC (“we”) and the party named on the signature page hereto (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accepted an AAU with respect to such Offerin
CUSTODY AGREEMENTCustody Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Minnesota
THIS AGREEMENT is made and effective as of September ___, 2016, by and between THE RIVERNORTH/DOUBLELINE STRATEGIC OPPORTUNITY FUND, INC., a Maryland corporation (the “Fund”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).
SUB-PLACEMENT AGENT AGREEMENT ALPS Distributors, Inc.Sub-Placement Agent Agreement • December 29th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
From time to time ALPS Distributors, Inc. (the "Distributor", "we" or "us") will act as manager of registered at-the-market offerings by RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation (the "Fund"), of up to 10,000,000 shares (the "Shares") of beneficial interest, $0.0001 par value, of the Fund (the "Common Shares"). In the case of such offerings, the Fund has agreed with the Distributor to issue and sell through the Distributor, as sales agent, the Shares (the "Distribution Agreement").
DISTRIBUTION AGREEMENTDistribution Agreement • December 29th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This DISTRIBUTION AGREEMENT (this "Agreement") made as of December 29, 2021 by and between the RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation (the "Fund"), and ALPS Distributors, Inc., a Colorado corporation (the "Distributor").
MANAGEMENT AGREEMENTManagement Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Maryland
You have been selected to act as the sole investment manager of the series of the Company set forth on the Exhibit to this Agreement (the “Fund”) and to provide certain other services, as more fully set forth below, and you are willing to act as such investment manager and to perform such services under the terms and conditions hereinafter set forth. Accordingly, the Company agrees with you as follows effective upon the date of the execution of this Agreement.
UBS SECURITIES LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • November 18th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of December 4, 2019, is by and between UBS Securities LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
Master Custodian AgreementMaster Custodian Agreement • September 3rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Massachusetts
This Agreement is made as of March 3, 2014 by and between each management investment company identified on Appendix A hereto (each such investment company and each management investment company made subject to this Agreement in accordance with Section 20.5 below, shall hereinafter be referred to as a “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
PRICING SERVICES AGREEMENTPricing Services Agreement • September 3rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Colorado
THIS AGREEMENT is made as of December 2, 2019, between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., organized as a Maryland corporation (the “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This agreement (the “Agreement”) is between RiverNorth Capital Management, LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement (as defined below).
WELLS FARGO SECURITIES, LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of , , is by and between Wells Fargo Securities, LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co- managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
Subscription Agent Agreement Between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. And Computershare Trust Company, N.A. And Computershare Inc.Subscription Agent Agreement • September 3rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This SUBSCRIPTION AGENT AGREEMENT (the “Agreement”) is entered into as of this 18th day of August 2020 (the “Effective Date”) by and among RiverNorth/Doubleline Strategic Opportunity Fund, Inc., a company organized and existing under the laws of the State of Maryland (the "Company"), and Computershare Trust Company, N.A., a national banking association (“Trust Company”), and Computershare Inc., a Delaware corporation (“Computershare” and, collectively with Trust Company, the “Agent”).
SUBADVISORY AGREEMENTSubadvisory Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Delaware
THIS SUBADVISORY AGREEMENT (this “Agreement”) is made and entered into as of this ___ day of _________, 20__, by and between RiverNorth Capital Management, LLC (the “Adviser”), a Delaware limited liability company registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) located at 325 North LaSalle Street, Suite 645, Chicago, Illinois 60654, and DoubleLine Capital LP (the “Subadviser”), a Delaware limited partnership registered under the Advisers Act, located at 333 South Grand Avenue, 18th Floor, Los Angeles California 90071, with respect to the RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation (the “Fund” or “Company”). The effective date of this Agreement (the “Effective Date”) shall be the inception date of the Fund.
RiverNorthDoubleLine Strategic Opportunity Fund, Inc. Subscription AgreementSubscription Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Maryland
This Subscription Agreement made as of 8/23/2016, by and between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation (the “Fund”), and RiverNorth Capital Management, LLC (the “Subscriber”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
Reference is made to the Underwriting Agreement dated [●], 2016 (the “Underwriting Agreement”), by and among RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Fund”), RiverNorth Capital Management, LLC (the “Adviser”), DoubleLine Capital LP (the “Subadviser”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, $0.0001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
RULE 12d1-4 INVESTMENT AGREEMENTInvestment Agreement • August 25th, 2022 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Illinois
THIS RULE 12d1-4 INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (the “Effective Date”), is made by and between each registered investment company (each, a “Registrant”), on behalf of each series of each such Registrant listed on Schedule A or Schedule B hereto, or if the relevant Registrant has no series, then the relevant Registrant (as applicable, each an “Acquiring Fund” or “Acquired Fund” pursuant to the applicable schedule), each severally and not jointly.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
Reference is made to the Underwriting Agreement dated [·], 2016 (the “Underwriting Agreement”), by and among RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Fund”), RiverNorth Capital Management, LLC (the “Adviser”), DoubleLine Capital LP (the “Subadviser”), Stifel, Nicolaus & Company, Incorporated (“Stifel”) and the several other Underwriters named therein, severally, with respect to the issue and sale of the Fund’s shares of common stock, $0.0001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
BLACKROCK CLOSED-END RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENTFunds Investment Agreement • August 25th, 2022 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Delaware
THIS FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (the “Effective Date”), is made by and between each registered investment company listed on Schedule A hereto, on behalf of its portfolio series, as applicable (each, an “Acquiring Fund”) and each BlackRock closed-end registered investment company listed on Schedule B hereto (each, an “Acquired Fund”), each severally and not jointly.
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • August 25th, 2022 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Illinois
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022, is between each fund listed on Exhibit A (each an “Acquiring Fund”), and each fund listed on Exhibit B (each an “Acquired Fund” and, together with the Acquiring Funds, the “Funds”).
August 18, 2022Letter of Agreement • August 25th, 2022 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Letter of Agreement, including the Appendix attached hereto (collectively, this “Agreement”), sets forth the terms and conditions of the engagement of Georgeson LLC (“Georgeson”) by RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Company”) to act as Information Agent in connection with the Company’s upcoming rights offering (the “Offer”). The term of this Agreement shall be the term of the Offer, including any extensions thereof.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
Reference is made to the Underwriting Agreement dated [●], 2016 (the “Underwriting Agreement”), by and among RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Fund”), RiverNorth Capital Management, LLC (the “Adviser”), DoubleLine Capital LP (the “Subadviser”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, $0.0001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
STRUCTURING FEE AGREEMENT (the "Agreement"), dated as of [●], 2016, between Oppenheimer & Co. Inc. ("Oppenheimer") and RiverNorth Capital Management, LLC (the "Investment Adviser").
Subscription Agent Agreement Between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. And Computershare Trust Company, N.A. And Computershare Inc.Subscription Agent Agreement • August 25th, 2022 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.
This SUBSCRIPTION AGENT AGREEMENT (the “Agreement”) is entered into as of this 19th day of August 2022 (the “Effective Date”) by and among RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a company organized and existing under the laws of the State of Maryland (the "Company"), and Computershare Trust Company, N.A., a national banking association (“Trust Company”), and Computershare Inc., a Delaware corporation (“Computershare” and, collectively with Trust Company, the “Agent”).
UBS SECURITIES LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • October 19th, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of December 4, 2019, is by and between UBS Securities LLC (“we”) and the party named on the signature page hereto (an “Underwriter,” as defined in Section 1.1 hereof, or “you”).From time to time we or one or more of our affiliates may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co- managers. If we invite you to participate in a specific offering and sale of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accepted an AAU with respect to such Offerin
December 6, 2019 State Street Bank and Trust CompanyMaster Custodian Agreement • September 3rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.
CREDIT AGREEMENT DATED AS OF DECEMBER 16, 2016 BETWEEN RIVERNORTH/DOUBLELINE STRATEGIC OPPORTUNITY FUND, INC. AND U.S. BANK NATIONAL ASSOCIATIONCredit Agreement • March 15th, 2019 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Credit Agreement (this “Agreement”), dated as of December 19, 2016, is between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation registered as a closed-end management investment company (together with its successors and assigns, the “Borrower”) and U.S. Bank National Association, a national banking association (together with its successors and assigns, the “Lender”). The parties hereto agree as follows:
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
STRUCTURING FEE AGREEMENT (the "Agreement"), dated as of [ ], 2016, by and between Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill Lynch"), and RiverNorth Capital Management, LLC (the "Adviser”).
ADOPTION AGREEMENTAdoption Agreement • December 29th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.
This Adoption Agreement, dated as of November 17, 2021 (this “Adoption Agreement”), by and among DST SYSTEMS, INC. a Delaware corporation with principal place of business at 1055 Broadway, Kansas City, Missouri 64105 (“DST”) , and RIVERNORTH MANAGED DURATION MUNICIPAL INCOME FUND, INC., a Maryland corporation (“RMI”), RIVERNORTH OPPORTUNISTIC MUNICIPAL INCOME FUND, INC., a Maryland corporation (“RMM”), RIVERNORTH/DOUBLELINE STRATEGIC OPPORTUNITY FUND, INC., a Maryland company (“OPP”), RIVERNORTH FLEXIBLE MUNICIPAL INCOME FUND, INC., a Maryland corporation (“RFM”), RIVERNORTH FLEXIBLE MUNICIPAL INCOME FUND II, INC., a Maryland corporation (“RFMZ”), and RIVERNORTH/DOUBLELINE STRATEGIC OPPORTUNITY FUND, INC.’s SERIES A PREFERRED SHARES (“OPP PREFERRED”) all with their principal place of business at 433 West Van Buren Street, Suite 1150-E, Chicago, Illinois 60607 (excluding RMI, RMM, OPP, RFM, and OPP PREFERRED the “Additional Product”).
MASTER SERVICES AGREEMENTMaster Services Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • Wisconsin
THIS AGREEMENT is made and entered into as of the ____ day of September, 2016, by and among THE RIVERNORTH/DOUBLELINE STRATEGIC OPPORTUNITY FUND, INC., a Maryland corporation (the “Fund”), CENTRIC FUND SERVICES, LLC, a Delaware limited liability company (“CFS”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
●] Shares of Common Stock $20.00 per Share UNDERWRITING AGREEMENTUnderwriting Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
Amendment No. 1 to Administration, Bookkeeping and Pricing Services AgreementServices Agreement • December 4th, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.
Except as amended hereby, all terms of the Existing Agreement remain in full force and effect. This Amendment includes the amendments in Schedule A and general terms in Schedule B.
ADOPTION AGREEMENTAdoption Agreement • November 23rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc.
This Adoption Agreement, dated as of the 23rd of October, 2020 (this “Adoption Agreement”), by and among DST Systems, Inc. a Delaware corporation with its principal place of business at 333 W. 11th Street, 5th Floor, Kansas City, Missouri 64105 (“DST”), and RiverNorth/DoubleLine Strategic Opportunity Funds, Inc.., a Maryland corporation with its principal place of business at 325 North LaSalle Street, Suite 645, Chicago, Illinois 60654 (“RiverNorth/DoubleLine”).
SALES INCENTIVE FEE AGREEMENTSales Incentive Fee Agreement • September 27th, 2016 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
Reference is made to the Underwriting Agreement dated [●], 2016 (the “Underwriting Agreement”), by and among RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Fund”), RiverNorth Capital Management, LLC (the “Adviser”), DoubleLine Capital LP (the “Subadviser”), and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, $0.0001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. 2,400,000 Shares of 4.75% Series B Cumulative Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2021 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
November 6, 2019Letter of Agreement • November 14th, 2019 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
This Letter of Agreement, including the Appendix attached hereto (collectively, this “Agreement”), sets forth the terms and conditions of the engagement of Georgeson LLC (“Georgeson”) by RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. (the “Company”) to act as Information Agent in connection with the Company’s upcoming rights offering (the “Offer”). The term of this Agreement shall be the term of the Offer, including any extensions thereof.
FIRST AMENDMENTFirst Amendment • September 3rd, 2020 • RiverNorth/DoubleLine Strategic Opportunity Fund, Inc. • New York
THIS FIRST AMENDMENT dated as of December 13, 2019 (this “Amendment”) amends the Credit Agreement dated as of December 16, 2016 (the “Credit Agreement”) between RiverNorth/DoubleLine Strategic Opportunity Fund, Inc., a Maryland corporation registered as a closed-end management investment company (the “Borrower”), and U.S. Bank National Association, a national banking association the “Lender”). Capitalized terms used but not otherwise defined herein have the respective meanings given to them in the Credit Agreement.
