SUBADVISORY AGREEMENTSubadvisory Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this 23rd day of June, 2010, by and between Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”), and ClearBridge Advisors, LLC, a Delaware limited liability company (the “Subadviser”).
MANAGEMENT AGREEMENT Legg Mason Partners Fund Advisor, LLCManagement Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
This MANAGEMENT AGREEMENT (“Agreement”) is made this 23rd day of June 2010, by and between ClearBridge Energy MLP Fund Inc. (the “Fund”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).
CUSTODIAN SERVICES AGREEMENTCustodian Services Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc.
THIS AGREEMENT is made as of January 1, 2018 by and among each Fund (as defined below) on behalf of each of its Portfolios (as defined below) and The Bank of New York Mellon (the “Custodian”).
TRANSFER AGENCY AND SERVICES AGREEMENTTransfer Agency and Services Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
AGREEMENT, dated as of March 14, 2016 (the “Effective Date”) by and between each of the investment companies listed on Schedule A attached hereto, as amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal place of business as listed on Schedule A, as amended from time to time, 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, “Transfer Agent”) each having a principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021. Any references herein to “the Fund” are meant to encompass each applicable Fund or any series thereof, as the context requires.
CLEARBRIDGE ENERGY MLP FUND INC. $15,000,000 2.87% Series H Senior Secured Notes due June 11, 2021 $25,000,000 3 .46% Series I Senior Secured Notes due June 11, 2025 $25,000,000 3.56% Series J Senior Secured Notes due June 11, 2027 $35,000,000 3.76%...Note Purchase Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
CLEARBRIDGE ENERGY MLP FUND INC., a Maryland corporation (the “Fund”); agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:
FIRST AMENDMENT AGREEMENT Dated as of May 29, 2018 to NOTE PURCHASE AGREEMENT Dated as of June 6, 2013 of CLEARBRIDGE ENERGY MLP FUND INC.Note Purchase Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
Reference is made to the Note Purchase Agreement dated as June 6, 2013, by and among ClearBridge Energy MLP Fund Inc., a Maryland corporation (the “Fund”), and the purchasers set forth in Schedule A thereto (said Note Purchase Agreement being referred to as the “Existing Note Agreement”) under and pursuant to which (a) $50,000,000 aggregate principal amount of 3.65% Series A Senior Secured Notes due June 6, 2025 of the Fund were issued and of which $40,393,013.10 is presently outstanding and (b) $50,000,000 aggregate principal amount of 3.78% Series B Senior Secured Notes due June 6, 2025 of the Fund were issued and of which $40,393,013.10 is presently outstanding (the “Notes”).
FORM OF CREDIT AGREEMENT dated as of [ ] among CLEARBRIDGE ENERGY MLP FUND INC., the Lenders party hereto and THE BANK OF NOVA SCOTIA, as the Administrative Agent THE BANK OF NOVA SCOTIA, as Lead Arranger and Bookrunner Prepared by: Bryan Cave...Security Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
CREDIT AGREEMENT, dated as of May 29, 2018, among ClearBridge Energy MLP Fund Inc., a Maryland corporation, the Lenders party hereto, and The Bank of Nova Scotia, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
SECOND AMENDMENT AGREEMENT Dated as of May 29, 2018 to NOTE PURCHASE AGREEMENT Dated as of July 12, 2012 of CLEARBRIDGE ENERGY MLP FUND INC.Second Amendment Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
Reference is made to the Note Purchase Agreement dated as of July 12, 2012, by and among ClearBridge Energy MLP Fund Inc., a Maryland corporation (the “Fund”), and the purchasers set forth in Schedule A thereto (said Note Purchase Agreement being referred to as the “Original Note Agreement”) under and pursuant to which (a) $25,000,000 aggregate principal amount of 2.80% Series A Senior Secured Notes due July 12, 2015 of the Fund were issued and of which none is presently outstanding, (b) $50,000,000 aggregate principal amount of 3.53% Series B Senior Secured Notes due July 12, 2019 of the Fund were issued and of which $40,393,013.10 is presently outstanding, (c) $102,000,000 aggregate principal amount of 4.06% Series C Senior Secured Notes due July 12, 2022 of the Fund were issued and of which $82,401,746.72 is presently outstanding and (d) $90,000,000 aggregate principal amount of 4.21% Series D Senior Secured Notes due July 12, 2024 of the Fund were issued and of which $72,707,423.58
FIRST AMENDMENT AGREEMENT Dated as of May 29, 2018 to NOTE PURCHASE AGREEMENT Dated as of June 11, 2015 of CLEARBRIDGE ENERGY MLP FUND INC.Security Agreement • September 19th, 2018 • ClearBridge Energy MLP Fund Inc. • New York
Reference is made to the Note Purchase Agreement dated as of June 11, 2015, by and among ClearBridge Energy MLP Fund Inc., a Maryland corporation (the “Fund”), and the purchasers set forth in Schedule A thereto (said Note Purchase Agreement being referred to as the “Existing Note Agreement”) under and pursuant to which (a) $15,000,000 aggregate principal amount of 2.87% Series H Senior Secured Notes due June 11, 2021 of the Fund were issued and of which $12,117,903.93 is presently outstanding, (b) $25,000,000 aggregate principal amount of 3.46% Series I Senior Secured Notes due June 11, 2025 of the Fund were issued and of which $20,196,506.55 is presently outstanding, (c) $25,000,000 aggregate principal amount of 3.56% Series J Senior Secured Notes due June 11, 2027 of the Fund were issued and of which $20,196,506.55 is presently outstanding and (d) $35,000,000 aggregate principal amount of 3.76% Series K Senior Secured Notes due June 11, 2030 of the Fund were issued and of which $28,2
