Standard Contracts
SUBADVISORY AGREEMENTSubadvisory Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 2014, by and between Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”), and Western Asset Management Company, a California corporation (the “Subadviser”).
MANAGEMENT AGREEMENT Legg Mason Partners Fund Advisor, LLCManagement Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This MANAGEMENT AGREEMENT (“Agreement”) is made this day of , 2014, by and between Western Asset Middle Market Income Fund Inc. (the “Fund”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).
CUSTODIAN SERVICES AGREEMENTCustodian Services Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc.
THIS AGREEMENT is made as of October 5, 2012 by and among each Fund (as defined below) on behalf of each of its Portfolios (as defined below) and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
FUND ACCOUNTING SERVICES AGREEMENTFund Accounting Services Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc.
THIS AGREEMENT is made as of October 5, 2012 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Fund Accounting Agent”), and each Fund (as defined below) on behalf of each of its Portfolios (as defined below).
TRANSFER AGENCY AND SERVICES AGREEMENTTransfer Agency and Services Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
AGREEMENT, dated as of March 20, 2006 by and between each of the investment companies listed on Schedule A hereto, as amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal place of business at 125 Broad Street, New York, New York 10004 and American Stock Transfer, inc. (“Transfer Agent”), a New York corporation with principal offices at 59 Maiden Lane, New York, New York 10038.
SUBADVISORY AGREEMENTSubadvisory Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 2014, by and between Western Asset Management Company, a corporation organized under the laws of California (the “Subadviser”) and Western Asset Management Company Pte. Ltd, a corporation organized under the laws of SINGAPORE (“WESTERN SINGAPORE”).
SUBADVISORY AGREEMENTSubadvisory Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 2014, by and between Western Asset Management Company, a corporation organized under the laws of California (the “Subadviser”) and Western Asset Management Company Limited, a corporation organized under the laws of England and Wales (“WESTERN LONDON”).
SUBADVISORY AGREEMENTSubadvisory Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 2014, by and between Western Asset Management Company, a corporation organized under the laws of California (the “Subadviser”) and Western Asset Management Company Ltd, a corporation organized under the laws of Japan (“WESTERN JAPAN”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of August [—], 2014, between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Legg Mason Partners Fund Advisor, LLC (“Legg Mason”).
DISTRIBUTION AGREEMENTDistribution Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
AGREEMENT made this [ ]th day of August 2014, between WESTERN ASSET MIDDLE MARKET INCOME FUND INC., a Maryland corporation (the “Fund”), and Legg Mason Investor Services, LLC (the “Distributor”).
CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement • February 29th, 2016 • Western Asset Middle Market Income Fund Inc. • New York
CREDIT AGREEMENT FOR MARGIN FINANCING (this “Agreement”), dated as of August 26, 2014, by and between WESTERN ASSET MIDDLE MARKET INCOME FUND INC., a Maryland corporation that is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company (the “Client”), and PERSHING LLC (“Pershing”).
Pennington, NJ 08534 RE: SMITH BARNEY AND SALOMON BROTHERS SELECTED DEALER AGREEMENT Ladies and Gentlemen:Selected Dealer Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
You have invited Merrill Lynch, Pierce, Fenner & Smith Incorporated (“we”, “us” or “Merrill Lynch”) to become a selected dealer to distribute shares of the open-end investment companies (“mutual fund(s)”) listed on Schedule A hereto as amended from time to time in accordance with Paragraph 11(d) hereunder (collectively the “Funds” or, individually, the “Fund”) for which you are the principal underwriter (as such term is defined in the Investment Company Act of 1940 (the “1940 Act”)) on the following terms and intending to be legally bound:
Amendment No. 4 To the Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • September 6th, 2016 • Western Asset Middle Market Income Fund Inc.
AMENDMENT No. 4, dated as of September 1, 2016 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of August 26, 2014 between Western Asset Middle Market Income Fund Inc. (“Client”) and Pershing LLC (“Pershing”).
SUB-ITEM 77Q1(e) WESTERN ASSET MIDDLE MARKET INCOME FUND INC. Below, please find incorporated by reference the management agreement and Subadvisory Agreements for the Registrant. Form of Investment Management Agreement between the Registrant and Legg...Investment Management Agreement • December 23rd, 2014 • Western Asset Middle Market Income Fund Inc.
Below, please find incorporated by reference the management agreement and Subadvisory Agreements for the Registrant.
Amendment No. 6 To Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • September 4th, 2019 • Western Asset Middle Market Income Fund Inc.
AMENDMENT No. 6, dated as of , 2019 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of August 26, 2014 between Western Asset Middle Market Income Fund Inc. (“Client”) and Pershing LLC (”Pershing”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc.
Subscription Agreement, dated as of June 23, 2014, between Western Asset Middle Market Income Fund Inc., a corporation organized under the laws of Maryland (the “Fund”) and Legg Mason Inc. (the “Purchaser”).
Amendment No. 7 To Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • July 9th, 2021 • Western Asset Middle Market Income Fund Inc.
AMENDMENT No. 7, dated as of May 27, 2021 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of August 26, 2014 between Western Asset Middle Market Income Fund Inc. (“Client”) and Pershing LLC (”Pershing”).
AMENDMENT NO. 1 TO CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement for Margin Financing • February 29th, 2016 • Western Asset Middle Market Income Fund Inc.
AMENDMENT NO. 1, dated as of September 4, 2014 (this “Amendment”), to the Credit Agreement, dated as of August 26, 2014, between WESTERN ASSET MIDDLE MARKET INCOME FUND INC. (“Client”) and PERSHING LLC (“Pershing”).
AMENDMENT NO. 2 TO CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement for Margin Financing • February 29th, 2016 • Western Asset Middle Market Income Fund Inc.
AMENDMENT NO. 2, dated as of December 31, 2014 (this “Amendment”), to the Credit Agreement for Margin Financing, dated as of August 26, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”), between WESTERN ASSET MIDDLE MARKET INCOME FUND INC. (“Client”) and PERSHING LLC (“Pershing”). Unless defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement.
August [—], 2014 WESTERN ASSET MIDDLE MARKET INCOME FUND INC. COMMON STOCK ($.001 PAR VALUE) INITIAL OFFERING PERIOD AGREEMENTInitial Offering Period Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
Western Asset Middle Market Income Fund Inc., a Maryland corporation (the “Fund”), has entered into a distribution agreement with Legg Mason Investor Services, LLC, a Maryland limited liability company (the “Distributor”), dated as of August [—], 2014 (the “Distribution Agreement”), whereby the Distributor shall act as the Fund’s principal underwriter for the distribution of shares of common stock, $.001 par value (such shares of common stock distributed during the Initial Offering Period (as defined below), the “Common Stock” or the “Securities”), of the Fund. The shares of Common Stock shall be offered through a dealer or a group of dealers selected by the Distributor. The Fund, the Distributor, Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”) and Western Asset Management Company, a California corporation (the “Subadviser” and together with the Manager, the “Advisers” and each, an “Adviser”) are entering into this Agreement with Merrill Lync
Amendment No. 5 To the Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • June 4th, 2018 • Western Asset Middle Market Income Fund Inc.
AMENDMENT No. 5, dated as of March 28, 2018 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of August 26, 2014 between Western Asset Middle Market Income Fund Inc. (“Client”) and Pershing LLC (”Pershing”).
November 12, 2011 Chris Larsen Charlie Colby Western Asset Middle Market Income Fund Inc. c/o Legg MasonCredit Agreement • December 3rd, 2021 • Western Asset Middle Market Income Fund Inc.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
This agreement is between Legg Mason Partners Fund Advisor, LLC (“Legg Mason”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to Western Asset Middle Market Income Fund Inc. (the “Fund”).
AMENDMENT NO. 3 TO CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement for Margin Financing • February 29th, 2016 • Western Asset Middle Market Income Fund Inc.
AMENDMENT NO. 3, dated as of March 18, 2015 (this “Amendment”), to the Credit Agreement for Margin Financing, dated as of August 26, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”), between WESTERN ASSET MIDDLE MARKET INCOME FUND INC. (“Client”) and PERSHING LLC (“Pershing”). Unless defined herein, all capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement.
FORM OF MASTER MARGIN LOAN AGREEMENT dated as of May 11, 2022 between WESTERN ASSET MIDDLE MARKET INCOME FUND INC. as Borrower and THE BANK OF NEW YORK MELLON as LenderMaster Margin Loan Agreement • June 1st, 2022 • Western Asset Middle Market Income Fund Inc. • New York
This MASTER MARGIN LOAN AGREEMENT (this “Agreement”), is entered into and dated as of May 11, 2022 (the “Effective Date”), between WESTERN ASSET MIDDLE MARKET INCOME FUND INC., a corporation organized under the laws of Maryland, as borrower (the “Borrower”), and THE BANK OF NEW YORK MELLON, a New York State chartered bank, as lender (together with its successors and permitted assigns, the “Bank”).
Selected Dealer Agreement for Morgan Stanley & Co. LLC for Western Asset Middle Market Income Fund Inc.Selected Dealer Agreement • August 22nd, 2014 • Western Asset Middle Market Income Fund Inc. • New York
We understand that you are principal underwriter and distributor of the shares of common stock, par value $0.001 per share (the “Shares”), of Western Asset Middle Market Income Fund Inc. (the “Fund”), a non-diversified, non-traded limited term closed-end management investment company registered with the Securities and Exchange Commission under the Investment Company Act of 1940, as amended (“1940 Act”). You desire that Morgan Stanley & Co. LLC (“Morgan Stanley”) acts as a dealer with respect to the sale of Shares to customers. In consideration of the mutual covenants stated below, you and Morgan Stanley agree as follows:
