0001674786-16-000018 Sample Contracts

FORM OF CUSTODY AGREEMENT dated as of September [●], 2016 by and between Carey Credit Income Fund 2017 T
Custody Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T • Massachusetts

THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of September [●], 2016 and is by and between Carey Credit Income Fund 2017 T (and any successor or permitted assign, the “Company”), [a limited liability company organized under the laws of the State of Delaware, having its principal place of business at 50 Rockefeller Plaza, New York, NY 10020] and U.S. BANK NATIONAL ASSOCIATION (or any successor or permitted assign acting as custodian hereunder, the “Custodian”), a national banking association having a place of business at 214 North Tryon Street, 26th Floor, Charlotte, NC 28202.

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FORM OF ESCROW AGREEMENT
Form of Escrow Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T • New York

day of , 2016 by and among Carey Financial, LLC, a Delaware limited liability company (the “Dealer Manager”), Carey Credit Income Fund 2017 T, a Delaware statutory trust (the “Company”), and UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”).

FORM OF EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENT
Conditional Reimbursement Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T • New York

This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this [•] day of [•], by and among CAREY CREDIT INCOME FUND 2017 T, a Delaware statutory trust (the “Company”), and Carey Credit Advisors, LLC (“W. P. Carey”) and Guggenheim Partners Investment Management, LLC (“Guggenheim” and, together with W. P. Carey, the “Advisors”).

FORM OF AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T • New York

This Amended and Restated Administrative Services Agreement (this “Agreement”) is made as of [•], by and among CAREY CREDIT INCOME FUND, a Delaware statutory trust (hereinafter referred to as the “Master Company”), each of THE COMPANIES LISTED ON APPENDIX A OF THIS AGREEMENT, each a Delaware statutory trust (each hereinafter referred to as a “Feeder Company” and collectively with the Master Company the “Companies”), and CAREY CREDIT ADVISORS, LLC, a Delaware limited liability company (hereinafter referred to as the “Administrator”).

FORM OF SELECTED DEALER AGREEMENT WITH CAREY FINANCIAL, LLC
The Selected Dealer Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T

Carey Financial, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of July 17, 2015 (the “Dealer Manager Agreement”), with Carey Credit Income Fund (the “Master Fund”), Carey Credit Income Fund 2016 T (“CCIF 2016 T”) and each additional Feeder Fund (as defined below), each a Delaware statutory trust, and receipt of a copy of the Dealer Manager Agreement is hereby acknowledged by Selected Dealer (as defined in Section 2 below).

FORM OF ORGANIZATION AND OFFERING EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • September 21st, 2016 • Carey Credit Income Fund 2017 T • New York

This Organization and Offering Expense Reimbursement Agreement (the “Agreement”) is made this [•] day of [•], by and among CAREY CREDIT INCOME FUND 2017 T, a Delaware statutory trust (the “Company”), , Carey Credit Advisors, LLC (“W. P. Carey”) and Guggenheim Partners Investment Management, LLC (“Guggenheim” and, together with W. P. Carey, the “Advisors”).

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