0000950123-10-081007 Sample Contracts

SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

AGREEMENT dated August 19, 2010, among BlackRock Build America Bond Trust, a Delaware statutory trust (the “Trust”), BlackRock Advisors, LLC, a Delaware limited liability company (the “Advisor”), and BlackRock Investment Management, LLC, a Delaware limited liability company (the “Sub-Advisor”).

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INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

AGREEMENT, dated August 19, 2010, between BlackRock Build America Bond Trust (the “Trust”), a Delaware statutory trust, and BlackRock Advisors, LLC (the “Advisor”), a Delaware limited liability company.

BLACKROCK BUILD AMERICA BOND TRUST Common Shares of Beneficial Interest $20.00 per Share UNDERWRITING AGREEMENT
Underwriting Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

Wells Fargo Securities, LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Citigroup Global Markets Inc. Morgan Stanley & Co. Incorporated UBS Securities LLC Ameriprise Financial Services, Inc.

AGREEMENT BETWEEN STATE STREET BANK AND TRUST COMPANY AND EACH OF THE INVESTMENT COMPANIES LISTED ON SCHEDULE A ATTACHED HERETO
Agreement • August 26th, 2010 • BlackRock Build America Bond Trust

AGREEMENT made this 21st day of September, 2001 between each of the investment companies listed on Schedule A hereto, as the same may be amended from time to time and State Street Bank and Trust Company (the “Custodian”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

This agreement is between BlackRock Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to BlackRock Build America Bond Trust (the “Fund”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of August [•], 2010 between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and BlackRock Advisors, LLC (“BlackRock Advisors”).

MARKETING AND STRUCTURING FEE AGREEMENT
Marketing and Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

This agreement is between BlackRock Advisors, LLC, a Delaware limited liability company (the “Company”) and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) with respect to BlackRock Build America Bond Trust, a Delaware statutory trust (the “Fund”).

SUBSCRIPTION AGREEMENT
Subscription Agreement • August 26th, 2010 • BlackRock Build America Bond Trust

THIS SUBSCRIPTION AGREEMENT is entered into as of the 16th day of July, 2010, between BlackRock Build America Bond Trust, a statutory trust organized and existing under the laws of Delaware (the “Trust”), and BlackRock Holdco 2, Inc., a corporation organized and existing under the laws of Delaware (the “Purchaser”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

Reference is made to the Underwriting Agreement dated August [•], 2010 (the “Underwriting Agreement”), by and among BlackRock Build America Bond Trust, a Delaware statutory trust (the “Fund”), BlackRock Advisors, LLC, a Delaware limited liability company (the “Adviser”), BlackRock Investment Management, LLC, a Delaware limited liability company , and each of the Underwriters named in Schedule I therein, severally, with respect to the issue and sale of the Fund’s Securities (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

STRUCTURING FEE AGREEMENT August [•], 2010
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

Reference is made to the Underwriting Agreement dated August [•], 2010 (the “Underwriting Agreement”), by and among BlackRock Build America Bond Trust (the “Fund”), BlackRock Advisors, LLC (the “Adviser”), BlackRock Investment Management, LLC and each of the Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”) (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

THIS AGREEMENT (the “Agreement”) is dated as of December 29, 2000 by and among STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (“State Street”), and each entity listed on Schedule I hereto, together with any other entity which may from time to time become a party to this Agreement by execution of an Instrument of Accession substantially in the form attached as Exhibit 1 hereto (each a “Fund” and collectively, the “Funds”).

Transfer Agency and Service Agreement Among Each of the BlackRock Closed-End Investment Companies Listed Herein on Exhibit C and Computershare Trust Company, N.A. and Computershare Shareholder Services, Inc.
Transfer Agency and Service Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • Massachusetts

AGREEMENT made as of the 1st day of December, 2006, by and among each of the BlackRock closed-end investment companies listed on Exhibit C attached hereto, having a principal office and place of business at 100 Bellevue Parkway, Wilmington, Delaware 19809 (each the “Customer”), and Computershare Shareholder Services, Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally charted trust company doing business at 150 Royall Street, Canton, Massachusetts 02021 (collectively the “Transfer Agent”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of [•], 2010, between Raymond James & Associates, Inc. (“Qualifying Underwriter”) and BlackRock Advisors, LLC (“BlackRock Advisors”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • August 26th, 2010 • BlackRock Build America Bond Trust • New York

Reference is made to the Underwriting Agreement dated [•], 2010 (the “Underwriting Agreement”), by and among BlackRock Build America Bond Trust (the “Fund”), BlackRock Advisors, LLC (the “Adviser”), BlackRock Investment Management, LLC (the “Subadviser”) and each of the Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”) (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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