Tortoise Pipeline & Energy Fund, Inc. Sample Contracts

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 17th day of October, 2011, by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • Delaware

AGREEMENT made as of this 31st day of January, 2018, by and between Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation having its principal place of business in Leawood, Kansas (the “Company”), and Tortoise Capital Advisors, L.L.C., a Delaware limited liability company having its principal place of business in Leawood, Kansas (the “Advisor”).

Depositary and Information Agent Agreement Between Tortoise Pipeline & Energy Fund, Inc. And Computershare Trust Company, N.A., Computershare Inc. And Georgeson LLC
Depositary and Information Agent Agreement • October 2nd, 2023 • Tortoise Pipeline & Energy Fund, Inc. • New York

THIS DEPOSITARY AND INFORMATION AGENT AGREEMENT dated as of September 7, 2023 (the “Effective Date”), is by and between Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Purchaser”), having its principal office and place of business at 6363 College Boulevard, Overland Park, Kansas 66211, and Computershare Inc., a Delaware corporation (“Computershare”), and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”, and together with Computershare, “Agent”), each having a principal office and place of business at 150 Royall Street, Canton, Massachusetts 02021, and, for purposes of the services provided under Article II hereof, Georgeson LLC, a Delaware limited liability company (”Georgeson”).

CLOSED-END FUND CUSTODY AGREEMENT
Closed-End Fund • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • Minnesota

THIS AGREEMENT is made and entered into as of this 17th day of October, 2011, by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation, (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”).

Depositary and Information Agent Agreement Between Tortoise Pipeline & Energy Fund, Inc., And Computershare Trust Company, N.A., Computershare Inc. And Georgeson LLC
Depositary and Information Agent Agreement • October 3rd, 2022 • Tortoise Pipeline & Energy Fund, Inc. • New York

THIS DEPOSITARY AND INFORMATION AGENT AGREEMENT dated as of August 31, 2022 (the “Effective Date”), is by and between Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Purchaser”), having its principal office and place of business at 6363 College Boulevard 66211, Overland Park Kansas, and Computershare Inc., a Delaware corporation (“Computershare”), and its wholly owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”, and together with Computershare, “Agent”), each having a principal office and place of business at 150 Royall Street, Canton, Massachusetts 02021, and, for purposes of the services provided under Article II hereof, Georgeson LLC, a Delaware limited liability company (”Georgeson”).

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 12th day of September, 2011, by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Company” or “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

CLOSED-END FUND CUSTODY AGREEMENT
Closed-End Fund Custody Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc. • Minnesota

THIS AGREEMENT is made and entered into as of this 12th day of September, 2011, by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation, (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”).

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • Wisconsin

THIS AGREEMENT is made and entered into this 17th day of October, 2011, by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

CREDIT AGREEMENT
Credit Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of June 15, 2015, among TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and THE BANK OF NOVA SCOTIA, as Administrative Agent.

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 12th day of September, 2011, by and between, TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Company” or “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

AMENDMENT NO. 1 AND WAIVER NO. 1 TO CREDIT AGREEMENT
Credit Agreement • October 3rd, 2022 • Tortoise Pipeline & Energy Fund, Inc. • New York

AMENDMENT NO. 1 AND WAIVER NO. 1, dated as of December 29, 2021 (this “Amendment”), to the Credit Agreement, dated as of June 15, 2015, among Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Borrower”), each Lender from time to time party thereto and The Bank of Nova Scotia, as Administrative Agent to the Lenders (the “Administrative Agent”) (as the same may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

TORTOISE PIPELINE & ENERGY FUND, INC. SUBSCRIPTION AGREEMENT
Subscription Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc.

This Subscription Agreement (this “Agreement”) is entered into August 25, 2011 by and between Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Company”), and Tortoise Capital Advisors, L.L.C. (“Subscriber”);

Senior Note, Series , Due
Tortoise Pipeline & Energy Fund, Inc. • September 18th, 2018

For Value Received, the undersigned, Tortoise Pipeline & Energy Fund, Inc. (herein called the “Company”), a corporation organized and existing under the laws of the State of Maryland, hereby promises to pay to «Name», or registered assigns, the principal sum of «Amount» Dollars (or so much thereof as shall not have been prepaid) on «Date», with interest (computed on the basis of a 360-day year of twelve 30-day months) (a) on the unpaid balance hereof at the rate of % per annum from the date hereof, payable quarterly, on the 15th day of March, June, September and December in each year, commencing with the March, June, September or December next succeeding the date hereof for any Note until the principal hereof shall have become due and payable, and (b) to the extent permitted by law, on any overdue payment (including any overdue prepayment) of principal, any overdue payment of interest and any overdue payment of any Make-Whole Amount, payable quarterly as aforesaid (or, at the option of

Securities Purchase Agreement
Tortoise Pipeline & Energy Fund, Inc. • June 26th, 2018 • New York

Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

TORTOISE PIPELINE & ENERGY FUND, INC. FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc.

THIS FIRST AMENDMENT dated as of January 29, 2016, to the Custody Agreement, dated as of October 17, 2011, (the “Agreement”), is entered into by and between TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Fund”) and U.S. BANK, N.A., a national banking association (the “Custodian”).

10,000,000 Floating Rate Senior Notes, Series A, due December 15, 2016 $17,000,000 2.50% Senior Notes, Series B, due December 15, 2014 $6,000,000 3.49% Senior Notes, Series C, due December 15, 2018 $16,000,000 4.08% Senior Notes, Series D, due...
Purchase Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc. • New York

Tortoise Pipeline & Energy Fund, Inc., a Maryland corporation (the “Company”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows:

FEE WAIVER AGREEMENT
Fee Waiver Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc.

THIS FEE WAIVER AGREEMENT (the “Agreement”) dated as of September 12, 2011 by Tortoise Capital Advisors, L.L.C. (the “ Advisor”) and Tortoise Pipeline & Energy Fund, Inc. (the “Company”).

Transfer Agency and Service Agreement Between Tortoise Pipeline & Energy Fund, Inc. and Computershare Trust Company, N.A. and Computershare Inc.
Agency and Service Agreement • September 22nd, 2011 • Tortoise Pipeline & Energy Fund, Inc. • Massachusetts

AGREEMENT made as of the 25th day of August, 2011 by and between Tortoise Pipeline & Energy Fund, Inc. a corporation, having its principal office and place of business at 11550 Ash Street, Suite 300, Leawood, KS 66211 (the “Company”), and Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, having its principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021 (collectively, the “Transfer Agent” or individually, “Computershare” and the “Trust Company”, respectively).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • October 2nd, 2023 • Tortoise Pipeline & Energy Fund, Inc. • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of June 15, 2015, among TORTOISE PIPELINE & ENERGY FUND, INC., a Maryland corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and THE BANK OF NOVA SCOTIA, as Administrative Agent.

Floating Rate Senior Note, Series , Due
Tortoise Pipeline & Energy Fund, Inc. • September 18th, 2018

For Value Received, the undersigned, Tortoise Pipeline & Energy Fund, Inc. (herein called the “Company”), a corporation organized and existing under the laws of the State of Maryland, hereby promises to pay to [____________], or registered assigns, the principal sum of [_____________________] Dollars (or so much thereof as shall not have been prepaid) on December 12, 2022, with interest (computed on the actual number of days elapsed on the basis of a year consisting of 360 days) (a) on the unpaid balance hereof at the Adjusted LIBOR Rate as calculated for each Floating Rate Interest Period pursuant to Section 1 of the Note Purchase Agreement (referred to below) from the date hereof, payable quarterly, on the 12th day of March, June, September and December in each year, commencing with the March, June, September or December next succeeding the date hereof until the principal hereof shall have become due and payable, and (b) to the extent permitted by law, on any overdue payment (includi

Shares TORTOISE PIPELINE & ENERGY FUND, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT
Administration Agreement • October 25th, 2011 • Tortoise Pipeline & Energy Fund, Inc. • New York
TORTOISE PIPELINE & ENERGY FUND, INC. ADDENDUM TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Administration Servicing Agreement • June 26th, 2018 • Tortoise Pipeline & Energy Fund, Inc.

This Addendum to the Fund Administration Servicing Agreement dated the 17th day of October, 2011 (the “Agreement”) is entered into by and between TORTOISE PIPELINE & ENERGY FUND, INC. (the “Company”) and U.S. Bancorp Fund Services, LLC (“USBFS”).

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