0001144204-15-042449 Sample Contracts

CUSTODIAL AGREEMENT
Custodial Agreement • July 14th, 2015 • Audax Credit BDC Inc. • New York

THIS CUSTODIAL AGREEMENT (this “Agreement”) dated as of July 8, 2015, is entered into between AUDAX CREDIT BDC INC. (the “Company”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as custodian (the “Custodian”).

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MANAGEMENT FEE WAIVER AGREEMENT
Management Fee Waiver Agreement • July 14th, 2015 • Audax Credit BDC Inc. • New York

THIS MANAGEMENT FEE WAIVER AGREEMENT (this “Agreement”) is made as of the 8th day of July, 2015 between AUDAX CREDIT BDC INC. (the “Company”), and AUDAX MANAGEMENT COMPANY (NY), LLC, a Delaware limited liability company (the “Adviser”).

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