INVESTMENT ADVISORY AGREEMENT between VERTICAL CAPITAL INCOME FUND and OAKLINE ADVISORS, LLCInvestment Advisory Agreement • November 6th, 2019 • Vertical Capital Income Fund • New York
AGREEMENT, made with effect as of September 30, 2019, between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Trust"), and OAKLINE ADVISORS, LLC (the "Adviser") located at 14675 Dallas Parkway, Suite 600, Dallas, TX 75254.
UNDERWRITING AGREEMENT Between VERTICAL CAPITAL INCOME FUND and NORTHERN LIGHTS DISTRIBUTORS, LLCUnderwriting Agreement • December 17th, 2015 • Vertical Capital Income Fund • Nebraska
THIS UNDERWRITING AGREEMENT effective the 30th day of April, 2015, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust, having its principal office and place of business at 80 Arkay Drive, Suite 110, Hauppauge, NY 11788 (the “Trust”), and NORTHERN LIGHTS DISTRIBUTORS, LLC, a Nebraska limited liability company having its principal office and place of business at 17605 Wright Street, Omaha, Nebraska 68130 (“NLD”).
AGREEMENT AND DECLARATION OF TRUST ofAgreement and Declaration of Trust • May 3rd, 2011 • Vertical Capital Income Fund • Delaware
By-Laws of VERTICAL CAPITAL INCOME FUNDVertical Capital Income Fund • September 30th, 2011
FUND SERVICES AGREEMENT between VERTICAL CAPITAL INCOME FUND andFund Services Agreement • September 30th, 2011 • Vertical Capital Income Fund • New York
THIS FUND SERVICES AGREEMENT (the “Agreement”) made as of the 2nd day of August, 2011, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust having its principal office and place of business at 450 Wireless Blvd., Hauppauge, New York 11788 (the "Trust") and GEMINI FUND SERVICES, LLC, a Nebraska limited liability company having its principal office and place of business at 4020 South 147th Street, Omaha, Nebraska 68137 (“GFS”). This Agreement replaces and supersedes all prior understandings and agreements between the parties hereto for the services described below.
CONSULTING AGREEMENTConsulting Agreement • November 13th, 2017 • Vertical Capital Income Fund • New York
THIS CONSULTING AGREEMENT (this “Agreement”) dated September 30, 2017 (the “Effective Date”), is entered into by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust having its office and principal place of business at 80 Arkay Drive, Hauppauge, New York 11788 (the “Fund”), and NORTHERN LIGHTS COMPLIANCE SERVICES, LLC, a Nebraska limited liability company having its office and principal place of business at 17605 Wright Street, Omaha, Nebraska 68130 (“NLCS”).
CARLYLE CREDIT INCOME FUND INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • December 14th, 2023 • Carlyle Credit Income Fund • New York
AGREEMENT dated as of July 14, 2023, by and between CARLYLE CREDIT INCOME FUND (the “Fund”), and CARLYLE GLOBAL CREDIT INVESTMENT MANAGEMENT L.L.C. (the “Adviser”).
By-Laws of VERTICAL CAPITAL INCOME FUNDVertical Capital Income Fund • March 3rd, 2021
CUSTODIAN AGREEMENTCustodian Agreement • September 30th, 2011 • Vertical Capital Income Fund • California
This Custodian Agreement is made by and between VERTICAL CAPITAL INCOME FUND, on behalf of each series listed on Schedule I, which may be amended from time to time ("Principal"), and UNION BANK, N.A. ("Custodian"). Principal desires that Custodian hold and administer on behalf of Principal certain Securities (as herein defined). Custodian is willing to do so on the terms and conditions set forth in this Agreement. Accordingly, Principal and Custodian agree as follows:
CONSULTING AGREEMENTConsulting Agreement • September 30th, 2011 • Vertical Capital Income Fund • New York
This Consulting Agreement (the “Agreement”) is effective August 2, 2011 between NORTHERN LIGHTS COMPLIANCE SERVICES, LLC, a Nebraska limited liability company located at 450 Wireless Boulevard, Hauppauge, NY 11788 (“NLCS”), and VERTICAL CAPITAL INCOME FUND, a registered investment company organized as a Delaware business trust, located at 7700 Irvine Center Drive, Suite 150, Irvine, California 92618 (the "Trust"), on behalf of each portfolio series listed on the attached Appendix A (each a “Fund” and collectively “Funds”).
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • November 6th, 2019 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement"), which supersedes any prior operating expense limitation agreements, is effective as of September 30, 2019, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Fund"), and the Advisor of such Fund, OAKLINE ADVISORS, LLC (the "Advisor").
VERTICAL CAPITAL INCOME FUND PROVASI CAPITAL PARTNERS LP DEALER MANAGER AGREEMENTDealer Manager Agreement • January 19th, 2018 • Vertical Capital Income Fund • Delaware
The undersigned, Vertical Capital Income Fund (the "Fund"), a Delaware statutory trust, is conducting a continuous offering (the "Offering") of its Class A, Class C, Class I and Class L shares of beneficial interest (collectively, the "Shares"). The Fund desires for you, Provasi Capital Partners LP (the "Dealer Manager" or "you"), to act as its Dealer Manager in connection with the offer and sales of the Shares to the public in the Offering. In connection with the sales of Shares, the Fund hereby confirms its agreement with you, as Dealer Manager, as follows:
TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • September 1st, 2023 • Carlyle Credit Income Fund
THIS TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENT (this “Agreement”), dated as of April 24, 2019 (the “Effective Date”), is entered into by and between Vertical Capital Income Fund, a Delaware statutory trust (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (“AST”; together with the Company, the “Parties”; each, the “Party”).
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • January 28th, 2015 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement") is effective as of the 14th day of November, 2014, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Trust" or "Fund"), and the Advisor of such Fund, VERTICAL CAPITAL ASSET MANAGEMENT, LLC (the "Advisor").
Northern Lights Distributors, LLC Omaha, Nebraska 68137 Dealer’s Agreement’s Agreement • September 30th, 2011 • Vertical Capital Income Fund • New York
Northern Lights Distributors, LLC (“Underwriter”) invites you, as a selected dealer, to participate as principal in the distribution of shares (the “Shares”) of Vertical Capital Income Fund (the “Fund”), of which it is the exclusive underwriter. Underwriter agrees to sell to you, subject to any limitations imposed by the Fund, Shares issued by the Fund and to promptly confirm each sale to you. All sales will be made according to the following terms:
TRI-PARTY AGREEMENT among NEXBANK SSB as Lender VERTICAL CAPITAL INCOME FUND as Borrower and Dated as of July 20, 2018Tri-Party Agreement • January 28th, 2019 • Vertical Capital Income Fund • New York
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTIncome Fund Operating Expenses Limitation Agreement • January 24th, 2013 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 21st day of January, 2013, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the “Trust” or “Fund”), and the Advisor of such Fund, VERTICAL CAPITAL ASSET MANAGEMENT, LLC (the “Advisor”).
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • March 28th, 2017 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement") is effective as of March 20, 2017, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Trust" or "Fund"), and the Advisor of such Fund, BEHRINGER ADVISORS, LLC (the "Advisor").
Services AgreementServices Agreement • September 1st, 2023 • Carlyle Credit Income Fund • New York
SS&C Tech, SS&C ALPS, SS&C, Fund and Investment Manager each may be referred to individually as a “Party” or collectively as “Parties.”
CARLYLE CREDIT INCOME FUND Common Shares EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • October 6th, 2023 • Carlyle Credit Income Fund • New York
transfer agency and registrar services agreementAgency and Registrar Services Agreement • March 3rd, 2021 • Vertical Capital Income Fund • New York
This Transfer Agency and Registrar Services Agreement (this “Agreement”), dated as of April 24, 2019 (the “Effective Date”), is entered into by and between Vertical Capital Income Fund, a Delaware statutory trust (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST”; together with the Company, the “Parties”; each, the “Party”).
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • January 22nd, 2014 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement") is effective as of the 10th day of January, 2014, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Trust" or "Fund"), and the Advisor of such Fund, VERTICAL CAPITAL ASSET MANAGEMENT, LLC (the "Advisor").
LIMITED PURPOSE TRI-PARTY CUSTODIAN AGREEMENT-Party Custodian Agreement • March 3rd, 2021 • Vertical Capital Income Fund • Missouri
THIS AGREEMENT, is made as of December 7, 2020, between Statebridge Company, LLC ("Statebridge"), Community Banks of Colorado, a division of NBH Bank, N.A. ("CBC" or "Custodian"), and Vertical Capital Income Fund ("Fund").
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • December 17th, 2015 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement") is effective as of July 6, 2015, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Trust" or "Fund"), and the Advisor of such Fund, BEHRINGER ADVISORS, LLC (the "Advisor").
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTFund Operating Expenses Limitation Agreement • March 3rd, 2021 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the "Agreement"), which supersedes any prior operating expense limitation agreements, is effective as of October 1, 2020, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the "Fund"), and the Advisor of such Fund, OAKLINE ADVISORS, LLC (the "Advisor").
VERTICAL CAPITAL INCOME FUND OPERATING EXPENSES LIMITATION AGREEMENTIncome Fund Operating Expenses Limitation Agreement • September 30th, 2011 • Vertical Capital Income Fund • New York
THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 2nd day of August, 2011, by and between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (the “Trust” or “Fund”), and the Advisor of such Fund, VERTICAL CAPITAL ASSET MANAGEMENT, LLC (the “Advisor”).
SUBSCRIPTION AGREEMENT BETWEEN THE FUND AND THE INVESTORS VERTICAL CAPITAL INCOME FUND LETTER OF INVESTMENT INTENTSubscription Agreement • September 30th, 2011 • Vertical Capital Income Fund
The undersigned (the "Purchasers") each hereby subscribes to purchase a beneficial interest ("Interest") in the Vertical Capital Income Fund, in the amount of $50,000.00 for 5,000 shares at net asset value of $10.00 per share, in consideration for which each Purchaser agrees to transfer to you upon demand cash in the amount of $50,000.00.
SHAREHOLDER SERVICING PLAN UNDER THE INVESTMENT COMPANY ACT OF 1940Shareholder Servicing Plan • September 30th, 2011 • Vertical Capital Income Fund
This SHAREHOLDER SERVICING PLAN (the “Plan”) is made as of August 2, 2011 by and between Vertical Capital Income Fund (the “Fund,”), and the distributor for the Fund, Northern Lights Distributors, LLC (the “DISTRIBUTOR”).
PURCHASE AGREEMENTPurchase Agreement • November 28th, 2023 • Carlyle Credit Income Fund • Delaware
THIS PURCHASE AGREEMENT (this “Agreement”) is entered into as of November 21, 2023, by and between Carlyle Credit Income Fund, a Delaware statutory trust (the “Fund”), and each purchaser identified on Appendix A hereto (each, a “Purchaser” and collectively the “Purchasers”).
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • January 19th, 2018 • Vertical Capital Income Fund • California
This AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is dated this 29th day of June, 2016, between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust, with its principal office located at c/o Gemini Fund Services, LLC, 80 Arkay Drive, Suite 110, Hauppauge, New York 11788 (“Borrower”), and SUNWEST BANK, a California banking corporation, with its principal office located at 2050 Main Street, Suite 300, Irvine, California 92614 (“Lender”).
Carlyle Global Credit Investment Management L.L.C. One Vanderbilt Avenue, Suite 3400 New York, NY 10017Letter Agreement • July 17th, 2023 • Carlyle Credit Income Fund
Carlyle Global Credit Investment Management L.L.C. (the “Adviser”) and Carlyle Credit Income Fund (the “Fund”) are parties to that certain Investment Advisory Agreement, dated as of July 14, 2023 (as may be amended from time to time, the “Investment Advisory Agreement”), pursuant to which the Fund is obligated to pay to the Adviser, among other things, a base management fee, calculated at the annualized rate of 1.75% of the Fund’s managed assets, and an income based incentive fee of 17.5% (together with the base management fee, the “Advisory Fees”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Investment Advisory Agreement.
CARLYLE CREDIT INCOME FUND 1,200,000 SHARES UNDERWRITING AGREEMENT October 18, 2023Underwriting Agreement • October 24th, 2023 • Carlyle Credit Income Fund • New York
Carlyle Credit Income Fund, a Delaware statutory trust (the “Fund”) and Carlyle Global Credit Investment Management L.L.C., a Delaware limited liability company (the “Advisor”), confirm their respective agreements with each of the Underwriters listed on Schedule I hereto (collectively, the “Underwriters”), for whom Ladenburg Thalmann & Co. Inc. is acting as representative (in such capacity, the “Representative”), with respect to (i) the issuance and sale by the Fund of 1,200,000 shares (the “Firm Shares”) of 8.75% Series A Term Preferred Shares due 2028 (the “Preferred Shares”), to the several Underwriters, acting severally and not jointly, of the respective number of Firm Shares set forth opposite their respective names in Schedule I hereto, and (ii) the grant by the Fund to the Underwriters, acting severally and not jointly, of the option described in Section 1(b) hereof to purchase all or any part of an additional 180,000 shares of Preferred Shares (the “Additional Shares”) solely t
SERVICING AGREEMENTServicing Agreement • December 17th, 2015 • Vertical Capital Income Fund • Colorado
This Servicing Agreement is entered into as of June 24, 2015, by and between Statebridge Company, LLC with an office at 5680 Greenwood Plaza Blvd., Suite 100, Greenwood Village, Colorado 80111 ("Servicer"), and Vertical Capital Income Fund with an office at 80 Arkay Drive, Suite 110, Hauppauge, NY 11788 ("Investor"). Each of Servicer and Investor may be referred to herein as a "Party" to this Agreement (as defined herein).
One Vanderbilt Avenue • Suite 3400 New York • NY 10017 Tel (212)813-4979 EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • July 17th, 2023 • Carlyle Credit Income Fund
Carlyle Global Credit Investment Management L.L.C. (“CGCIM”), as investment adviser to Carlyle Credit Income Fund (the “Fund”) agrees on a monthly basis to irrevocably waive its base management fees and/or reimburse the Fund’s operating expenses (each such waiver or reimbursement, an “Expense Payment”) to the extent that the Fund’s annualized operating expenses in respect of the relevant month exceed 2.5% of the Fund’s average daily net assets (the “Expense Limitation”). This agreement (“Agreement”) shall commence on the date first set forth above. This Agreement shall continue in effect until ending on the earlier of (i) four quarters after the date of this Agreement or (ii) the date on which at least 75% of the Fund’s gross assets are invested in collateralized loan obligation equity and debt investments.
LOAN AGREEMENTLoan Agreement • January 28th, 2019 • Vertical Capital Income Fund • Texas
THIS LOAN AGREEMENT (the “Agreement”), dated as of July 20, 2018, is between VERTICAL CAPITAL INCOME FUND, a Delaware statutory trust (“Borrower”), and NEXBANK SSB (“Lender”).
