Morgan Stanley & Co. LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (“Morgan Stanley,” or “we”) and the party named on the signature page hereof (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates 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 of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accepted an AAU with
SUB-PLACEMENT AGENT AGREEMENT KKR Capital Markets LLCSub-Placement Agent Agreement • July 1st, 2024 • KKR Income Opportunities Fund
From time to time KKR Capital Markets LLC (the “Distributor,” “we” or “us”) will act as manager of registered at-the-market offerings by KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), of up to $75 million of common shares (the “Shares”) of beneficial interest, par value $0.001 per share, of the Fund (the “Common Shares”). In the case of such offerings, the Fund has agreed with the Distributor to issue and sell through or to the Distributor, as sales agent and/or principal, the Shares (the “Distribution Agreement”).
CUSTODY AGREEMENTCustody Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
THIS AGREEMENT is made and entered into as of this day of June, 2013, by and between KKR INCOME OPPORTUNITIES 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 (the “Custodian”).
Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
KKR INCOME OPPORTUNITIES FUND 6,780,105 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT New York, New York January 23, 2023Dealer Manager Agreement • January 24th, 2023 • KKR Income Opportunities Fund • New York
FUND ACCOUNTING SERVICING AGREEMENTFund Accounting Servicing Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
THIS AGREEMENT is made and entered into as of this day of July, 2013, by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
DISTRIBUTION AGREEMENTDistribution Agreement • July 1st, 2024 • KKR Income Opportunities Fund • New York
This DISTRIBUTION AGREEMENT (the “Agreement”) is made as of June 28, 2024 by and between KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), and KKR Capital Markets LLC, a Delaware limited liability company (the “Distributor”).
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
AGREEMENT made as of this [ ] day of [ ], 2013 by and between KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), and KKR Asset Management LLC, a Delaware limited liability company (the “Adviser”).
October 18, 2017 KKR Income Opportunities Fund San Francisco, CA 94104 Attn: Ms. Nicole J. Macarchuk RE: KKR Income Opportunities Fund — Rights Offer Dear Ms. Macarchuk:Information Agent Agreement • October 19th, 2017 • KKR Income Opportunities Fund • New York
This will serve as the Agreement between AST Fund Solutions, LLC (“AST Fund Solutions”) and KKR Income Opportunities Fund (the “Client”), pursuant to which AST Fund Solutions will serve the Client as Information Agent for a Rights Offer (the “Offer”) for the Client.
Subscription Agent Agreement Between KKR Income Opportunities Fund and Computershare Trust Company, N.A. and Computershare Inc.Subscription Agent Agreement • October 19th, 2017 • KKR Income Opportunities Fund • New York
THIS SUBSCRIPTION AGENT AGREEMENT (the “Agreement”) is entered into as of this 18th day of October 2017 (the “Effective Date”) by and among KKR Income Opportunities Fund, a statutory trust organized and existing under the laws of the State of Delaware (the “Company”), and Computershare Trust Company, N.A., a national banking association (“Trust Company”), and Computershare Inc., a Delaware corporation (“Computershare” and, collectively with Trust Company, the “Agent”).
INVESTOR SUPPORT SERVICES AGREEMENTInvestor Support Services Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
This Investor Support Services Agreement (the “Agreement”) is made as of June [ ], 2013, by and among KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”) and Four Wood Capital Partners LLC, a New York limited liability company (“FWCP”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement is between KKR Asset Management LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the KKR Income Opportunities Fund (the “Fund”).
SUBSCRIPTION AGENT AGREEMENTSubscription Agent Agreement • January 24th, 2023 • KKR Income Opportunities Fund
This SUBSCRIPTION AGENT AGREEMENT (this “Agreement”) is entered into as of January 23, 2023, by and between American Stock Transfer & Trust Company, LLC (the “Subscription Agent”) and KKR Income Opportunities Fund (the “Company”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
Reference is made to the Underwriting Agreement dated July [·], 2013 (the “Underwriting Agreement”), by and among KKR Income Opportunities Fund (the “Fund”), KKR Asset Management LLC (the “Investment Adviser”) and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s Common Shares (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of July [·], 2013, between Barclays Capital Inc. (“Barclays”) and KKR Asset Management LLC (the “Investment Adviser”).
SYNDICATION FEE AGREEMENTSyndication Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement is between KKR Asset Management LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to KKR Income Opportunities Fund (the “Fund”).
FIRST AMENDMENT TO THE KKR INCOME OPPORTUNITIES FUND TRANSFER AGENT SERVICING AGREEMENTTransfer Agent Servicing Agreement • October 19th, 2017 • KKR Income Opportunities Fund
THIS FIRST AMENDMENT, effective as of July 15, 2016, to the Transfer Agent Servicing Agreement, dated as of July 23, 2013 (the “Agreement”), is entered into by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company.
FIRST AMENDMENT TO THE KKR INCOME OPPORTUNITIES FUND FUND ACCOUNTING SERVICING AGREEMENTFund Accounting Servicing Agreement • October 19th, 2017 • KKR Income Opportunities Fund
THIS FIRST AMENDMENT, effective as of July 15, 2016, to the Fund Accounting Servicing Agreement, dated as of July 18, 2013 (the “Agreement”), is entered into by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement (the “Agreement”) is between KKR Asset Management LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the KKR Income Opportunities Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement (as defined below).
FUND ADMINISTRATION SERVICING AGREEMENTFund Administration Servicing Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
THIS AGREEMENT is made and entered into as of this day of June, 2013, by and between KKR INCOME OPPORTUNITIES FUND P, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
January 23, 2023 KKR Income Opportunities Fund San Francisco, CA 94104 Attn: Michael Nguyen RE: KKR Income Opportunities Fund – Rights OfferInformation Agent Agreement • January 24th, 2023 • KKR Income Opportunities Fund • New York
This will serve as the Agreement between AST Fund Solutions, LLC (“AST Fund Solutions”) and KKR Income Opportunities Fund (the “Client”), pursuant to which AST Fund Solutions will serve the Client as Information Agent for a Rights Offer (the “Offer”) for the Client.
SALES INCENTIVE FEE AGREEMENTSales Incentive Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
Reference is made to the Underwriting Agreement (the “Underwriting Agreement”), by and among KKR Income Opportunities Fund (the “Fund”), KKR Asset Management LLC (the “Investment Adviser”) and each of the underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
KKR INCOME OPPORTUNITIES FUND SUBSCRIPTION AGREEMENTSubscription Agreement • June 24th, 2013 • KKR Income Opportunities Fund
This Subscription Agreement is entered into this Tuesday, June 11, 2013 by and between KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), and KKR Fund Holdings L.P. (the “Subscriber”);
FIRST AMENDMENT TO THE KKR INCOME OPPORTUNITIES FUND FUND ADMINISTRATION SERVICING AGREEMENTFund Administration Servicing Agreement • October 19th, 2017 • KKR Income Opportunities Fund
THIS FIRST AMENDMENT, effective as of July 15, 2016, to the Fund Administration Servicing Agreement, dated as of July 18, 2013 (the “Agreement”), is entered into by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company.
TRANSFER AGENT SERVICING AGREEMENTTransfer Agent Servicing Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
THIS AGREEMENT is made and entered into as of this day of June, 2013, by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
KKR INCOME OPPORTUNITIES FUND SUBSCRIPTION AGREEMENTSubscription Agreement • July 23rd, 2013 • KKR Income Opportunities Fund
This Subscription Agreement is entered into this Tuesday, June 11, 2013 by and between KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), and KKR Fund Holdings L.P. (the “Subscriber”);
FIRST AMENDMENT TO THE KKR INCOME OPPORTUNITIES FUND CUSTODY AGREEMENTCustody Agreement • October 19th, 2017 • KKR Income Opportunities Fund
THIS FIRST AMENDMENT, effective as of July 15, 2016, to the Custody Agreement, dated as of July 16, 2013 (the “Agreement”), is entered into by and between KKR INCOME OPPORTUNITIES 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 (the “Custodian”).
MARKETING AGENT AGREEMENTMarketing Agent Agreement • June 24th, 2013 • KKR Income Opportunities Fund • New York
This Marketing Agent Agreement (the “Agreement”) is made as of June [ ], 2013, by and among Four Wood Capital Partners LLC, a New York limited liability company (“FWCP”), KKR Asset Management LLC, a Delaware limited liability company (“KKR”) and AST Investor Services, LLC, a Delaware limited liability company and a registered broker-dealer (the “Selling Agent”).
