0001193125-18-290927 Sample Contracts

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Wisconsin

THIS AGREEMENT is made and entered into as of this 9th day of August, 2018 by and between CITY NATIONAL ROCHDALE STRATEGIC CREDIT FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Pennsylvania

THIS DISTRIBUTION AGREEMENT (this “Agreement’) is made as of this 16th day of May, 2018, by and between City National Rochdale Strategic Credit Fund (the “Trust” or “Fund”), a Delaware statutory trust, and SEI Investments Distribution Co. (the “Distributor”), a Pennsylvania corporation.

CUSTODY AGREEMENT
Custody Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Minnesota

THIS AGREEMENT is made and entered into as of the 9th day of August, 2018, by and between CITY NATIONAL ROCHDALE STRATEGIC CREDIT FUND, a Delaware statutory trust, (the “Fund”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).

SHAREHOLDER SERVICES AGREEMENT CITY NATIONAL ROCHDALE STRATEGIC CREDIT FUND
Shareholder Services Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • California

THIS SHAREHOLDER SERVICES AGREEMENT (this “Agreement”) is made as of the 14th day of August, 2018, by and between City National Rochdale Strategic Credit Fund, a Delaware statutory trust (the “Trust”), and City National Rochdale, LLC, a Delaware limited liability company (“CNR”).

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Delaware

This Indemnification Agreement (the “Agreement”) is made as of the date set forth on the signature page by and between City National Rochdale Strategic Credit Fund, a Delaware statutory trust (the “Fund”), and the trustee of the Fund whose name is set forth on the signature page (the “Trustee”).

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • New York

This Agreement, entered into as of May 16, 2018 between City National Rochdale Strategic Credit Fund, a Delaware statutory trust (referred to herein as the “Fund”), and City National Rochdale, LLC, a limited liability company organized under the laws of the State of Delaware (referred to herein as the “Adviser”), to provide certain investment advisory and management services to the Fund.

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation And • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Delaware

This AGREEMENT is made this 13th day of August, 2018, between City National Rochdale Strategic Credit Fund, a Delaware statutory trust (referred to herein as the “Fund”), and City National Rochdale, LLC, a limited liability company organized under the laws of the State of Delaware (referred to herein as the “Adviser”).

ADMINISTRATION AGREEMENT
Administration Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund • Pennsylvania

THIS ADMINISTRATION AGREEMENT (this “Agreement”) is made as of the 16th day of May, 2018 (the “Effective Date”), by and between City National Rochdale Strategic Credit Fund, a statutory trust incorporated/formed under the laws of Delaware (the “Trust”), and SEI Investments Global Funds Services, a statutory trust formed under the laws of the State of Delaware (the “Administrator”).

INITIAL CAPITAL AGREEMENT
Initial Capital Agreement • October 2nd, 2018 • City National Rochdale Strategic Credit Fund

City National Rochdale Strategic Credit Fund, a Delaware statutory trust (the “Fund”), and City National Rochdale, LLC (the “Purchaser”), a limited liability corporation, hereby agree as of September 14, 2018, as follows:

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