0000891804-19-000338 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

AGREEMENT, dated as of October 26, 2010 between Guggenheim Build America Bonds Managed Duration Trust, a statutory trust organized and existing under the laws of the State of Delaware having its principal office and place of business at 2455 Corporate West Drive, Lisle, Illinois 60532 (the “Fund”) and The Bank of New York Mellon, a New York corporation authorized to do a banking business having its principal office and place of business at 101 Barclay 11E, New York, New York 10286 (“Custodian”).

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FOREIGN CUSTODY MANAGER AGREEMENT
Foreign Custody Manager Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

AGREEMENT made as of October 26, 2010 by and between Guggenheim Build America Bonds Managed Duration Trust (the “Fund”) and The Bank of New York Mellon (“BNY”).

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • Delaware

THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”), dated as of October 26, 2010, among Guggenheim Build America Bonds Managed Duration Trust, a Delaware statutory trust (the “Trust”), Guggenheim Funds Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”), and Guggenheim Partners Asset Management, LLC, a Delaware corporation (the “Sub-Adviser”).

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of October 26, 2010, between Guggenheim Build America Bonds Managed Duration Trust, a Delaware statutory trust (the “Trust”), and Guggenheim Funds Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”).

FUND ADMINISTRATION AGREEMENT
Fund Administration Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • Delaware

AGREEMENT made as of this 14th day of May, 2013, by and between each closed-end registered investment company listed on Schedule A hereto (as amended from time to time), (each individually referred to below as a “Trust”) and Rydex Fund Services, LLC (“RFS” or the “Administrator”), a Maryland limited liability company having its principal place of business at 805 King Farm Boulevard, Rockville, MD 20850.

FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • Delaware

This AGREEMENT is made as of this 1st day of June, 2013, between Guggenheim Build America Bonds Managed Duration Trust (the "Trust"), a Delaware statutory trust having its principal place of business at 2455 Corporate West Drive, Lisle, Illinois 60532, and Rydex Fund Services, LLC ("RFS"), a Maryland limited liability company having its principal place of business at 805 King Farm Boulevard, Rockville, MD 20850.

AMENDMENT TO FUND ADMINISTRATION AGREEMENT
Fund Administration Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust

This AMENDMENT (this “Amendment”) is made and entered into, as of this 27th day of July, 2016, by and between Rydex Fund Services, LLC (“RFS”) and each of Fiduciary/Claymore MLP Opportunity Fund (FMO); Guggenheim Build America Bonds Managed Duration Trust (GBAB); Guggenheim Energy & Income Fund (GEI); Guggenheim Equal Weight Enhanced Equity Income Fund (GEQ); Guggenheim Enhanced Equity Strategy Fund (GGE); Guggenheim Credit Allocation Fund (GGM); Guggenheim Strategic Opportunities Fund (GOF); and

AMENDMENT TO FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust

This AMENDMENT (this “Amendment”) is made and entered into, as of this 27th day of July, 2016, by and between Rydex Fund Services, LLC (“RFS”) and Guggenheim Build America Bonds Managed Duration Trust (the “Trust”).

Transfer Agency and Service Agreement Between Each of the Guggenheim Closed-End Investment Companies Listed on Schedule 1 Attached Hereto and Computershare Inc. and Computershare Trust Company, N.A.
Agency and Service Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

THIS TRANSFER AGENCY AND SERVICE AGREEMENT, effective as of December 1, 2015 (“Effective Date”), is by and among each of the Guggenheim closed-end investment companies listed on Schedule 1 attached hereto, as may be amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal office and place of business at 227 West Monroe Street, Chicago, IL 60606, and Computershare Inc., a Delaware corporation (“Computershare”), and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”, and together with Computershare, “Agent”), each having a principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021.

AMENDMENT NO. 3
Guggenheim Taxable Municipal Managed Duration Trust • September 3rd, 2019 • New York

This AMENDMENT NO. 3 (this “Amendment”) is made as of June 15, 2018 among Guggenheim Taxable Municipal Managed Duration Trust (f/k/a Guggenheim Build America Bonds Managed Duration Trust), as borrower (the “Borrower”), Societe Generale, New York Branch as lender (the “Lender”) and Societe Generale, as agent (the “Agent”).

CREDIT AGREEMENT
Credit Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

This CREDIT AGREEMENT is made as of February 27, 2015 among Guggenheim Build America Bonds Managed Duration Trust, a Delaware statutory trust (the “Borrower”), Société Générale, New York Branch, as lender (the “Lender”) and Société Générale, as agent (the “Agent”).

AMENDMENT NO. 2
Guggenheim Taxable Municipal Managed Duration Trust • September 3rd, 2019 • New York

This AMENDMENT NO 2 (this “Amendment”) is made as of March 15, 2018 among Guggenheim Taxable Municipal Managed Duration Trust (f/k/a Guggenheim Build America Bonds Managed Duration Trust), as borrower (the “Borrower”), Societe Generale, New York Branch as lender (the “Lender”) and Societe Generale, as agent (the “Agent”)

AMENDMENT NO. 1
Guggenheim Taxable Municipal Managed Duration Trust • September 3rd, 2019 • New York

This AMENDMENT NO. 1 (this “Amendment’) is made as of February 27, 2017 among Guggenheim Taxable Municipal Managed Duration Trust (f/k/a Guggenheim Build America Bonds Managed Duration Trust, as borrower (the “Borrower”), Societe Generale, New York Branch as lender (the “Lender”) and Societe Generale, as agent (the “Agent”).

FIRST AMENDMENT TO THE TRANSFER AGENCY AND SERVICE AGREEMENT
The Transfer Agency and Service Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust

This First Amendment (“Amendment”), effective as of March 20, 2017 (“Effective Date”) is to the Transfer Agency and Service Agreement (the “Agreement”) made as of December 1, 2015 by and between each of the Guggenheim closed-end investment companies listed on Schedule 1 attached hereto, as may be amended from time to time (each a "Fund" and collectively the "Funds”), and Computershare Inc. (“Computershare”) and Computershare Trust Company N.A., (“Trust Company”, and together with Computershare, “Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

COLLATERAL ACCOUNT CONTROL AGREEMENT
Collateral Account Control Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

AGREEMENT, dated as of February 27, 2015 among Guggenheim Build America Bonds Managed Duration Trust, a Delaware statutory trust (“Pledgor”), Societe Generale, as Collateral Agent under the Collateral Agreement referred to below (“Secured Party”), and The Bank of New York Mellon (“Securities Intermediary”).

SECURITY AGREEMENT
Security Agreement • September 3rd, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

This SECURITY AGREEMENT (this “Agreement”) is made as of February 27, 2015, between Guggenheim Build America Bonds Managed Duration Trust, a Delaware statutory trust (the “Pledgor”), and Societe Generale, as agent (together with its successors and assigns, in such capacity, the “Collateral Agent”) for the benefit of itself and the Lender (as defined below). The Collateral Agent and the Lender are collectively referred to herein as the “Secured Parties”.

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