Nuveen Build America Bond Opportunity Fund Sample Contracts

AMENDED AND RESTATED MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • September 16th, 2010 • Nuveen Build America Bond Opportunity Fund • Massachusetts

This Agreement between those NUVEEN INVESTMENT COMPANIES (each such investment company and each investment company made subject to this Agreement in accordance with Section 19 herein, be referred to as a “Fund” and collectively as the “Funds”) listed on Appendix A hereto (hereinafter “Appendix A” as it may be amended from time to time), which may be Massachusetts business trusts or have such other form of organization as may be indicated, and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).

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MASTER AGREEMENT AMONG UNDERWRITERS Registered SEC Offerings (including Multiple Syndicate Offerings), Standby Underwritings and Exempt Offerings (other than Offerings of Municipal Securities)
Master Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York

From time to time Salomon Smith Barney Inc. (“Salomon Smith Barney”) may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale (an “Offering”) to which this Master Agreement Among Underwriters (the “Salomon Smith Barney Master AAU”) shall apply, we will send the information set forth below in Section 1.1 to you by one or more wires, telexes, facsimile or electronic data transmissions or other written communications (each a “Wire” and collectively, an “AAU”). Each Wire will indicate that it is a Wire pursuant to the Salomon Smith Barney Master AAU. The Wire inviting you to participate in an Offering is referred to herein as the “Invitation Wire”. You and we hereby agree that by the terms hereof the provisions of this Salomo

MASTER SELECTED DEALER AGREEMENT
Master Selected Dealer Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York

In connection with registered public offerings of securities for which we are acting as manager or co-manager of an underwriting syndicate or unregistered offerings of securities for which we are acting as manager or co-manager of the initial purchasers, you may be offered the right as a selected dealer to purchase as principal a portion of such securities. This will confirm our mutual agreement as to the general terms and conditions applicable to your participation in any such selected dealer group.

NUVEEN BUILD AMERICA BOND OPPORTUNITY FUND [—] Common Shares of Beneficial Interest ($[—] par value) UNDERWRITING AGREEMENT
Underwriting Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York
Transfer Agency and Service Agreement Among Each of the Nuveen Closed End Investment Companies Listed on Exhibit A Hereto and State Street Bank and Trust Company
Agency and Service Agreement • September 16th, 2010 • Nuveen Build America Bond Opportunity Fund • Massachusetts

AGREEMENT made as of the 7th day of October, 2002, by and among each of the Nuveen closed-end investment companies listed on Exhibit A hereto, which may be amended from time to time, each being either a Minnesota corporation or a Massachusetts business trust as indicated on Exhibit A (each a “Fund” or the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company, having a principal office and place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the “Transfer Agent”).

MARKETING AND STRUCTURING FEE AGREEMENT
Marketing and Structuring • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York

This agreement is between Nuveen Asset Management (the “Company”) and Morgan Stanley & Co. Incorporated (“Morgan Stanley”) with respect to the Nuveen Build America Bond Opportunity Fund (the “Fund”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York

STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of November [ ], 2010, between Raymond James & Associates, Inc. (“Qualifying Underwriter”) and Nuveen Asset Management (“Nuveen”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • Illinois

AGREEMENT made this 19th day of October, 2010, by and between Nuveen Build America Bond Opportunity Fund, a Massachusetts business trust (the “Fund”), and NUVEEN ASSET MANAGEMENT, a Delaware corporation (the “Adviser”).

STRUCTURING FEE AGREEMENT November [ ], 2010
Structuring Fee Agreement • November 23rd, 2010 • Nuveen Build America Bond Opportunity Fund • New York

Reference is made to the Underwriting Agreement dated November [ ], 2010 (the “Underwriting Agreement”), by and among Nuveen Build America Bond Opportunity Fund (the “Fund”), Nuveen Asset Management (the “Adviser”) and each of the Underwriters named therein, with respect to the issue and sale of the Fund’s Common Shares, as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

NUVEEN BUILD AMERICA BOND OPPORTUNITY FUND Subscription Agreement
Subscription Agreement • October 25th, 2010 • Nuveen Build America Bond Opportunity Fund

This Agreement made this October 19, 2010 by and between Nuveen Build America Bond Opportunity Fund, a Massachusetts business trust (the “Fund”), and Nuveen Asset Management (the “Subscriber”);

Form N-SAR, Sub-Item 77q1(e) Any new or amended investment advisory contracts Nuveen Build America Bond Opportunity Fund 333-167407, 811-22425 On January 1, 2011 a new Sub-Advisory Agreement went into effect for the above reference trust. Such...
Nuveen Build America Bond Opportunity Fund • November 29th, 2011

On January 1, 2011 a new Sub-Advisory Agreement went into effect for the above reference trust. Such Agreement is attached as an exhibit to Form N- SAR.

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