SUBADVISORY AGREEMENTSubadvisory Agreement • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this 30th day of November, 2012, 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 • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
This MANAGEMENT AGREEMENT (“Agreement”) is made this 30th day of November, 2012, by and between Western Asset Middle Market Debt Fund Inc. (the “Fund”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).
CUSTODIAN SERVICES AGREEMENTCustodian Services Agreement • December 26th, 2012 • Western Asset Middle Market Debt 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”).
TRANSFER AGENCY AND SERVICES AGREEMENTTransfer Agency and Services Agreement • December 19th, 2012 • Western Asset Middle Market Debt 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 • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
This SUBADVISORY AGREEMENT (“Agreement”) is made this 30th day of November, 2012, 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”).
CUSTODIAN SERVICES AGREEMENTCustodian Services Agreement • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc.
THIS AGREEMENT is made as of January 1, 2007 by and among each management investment company registered under the 1940 Act (as defined below) identified on Exhibit A hereto (each a “ Fund ” and collectively the “ Funds ”) on behalf of each of its series or portfolios identified on Exhibit A (each a “ Portfolio ” and collectively the “ Portfolios ”) (together with each other Fund and Portfolio thereof made subject to this Agreement in accordance with Section 13(c) below, and State Street Bank and Trust Company, a Massachusetts trust company (the “ Custodian ”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 20th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of December [—], 2012, between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Legg Mason Partners Fund Advisor, LLC (“Legg Mason”).
DISTRIBUTION AGREEMENTDistribution Agreement • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
AGREEMENT made this [—] day of [—] 2012, between WESTERN ASSET MIDDLE MARKET DEBT FUND INC., a Maryland corporation (the “Fund”), and Legg Mason Investor Services, LLC (the “Distributor”).
CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement • June 5th, 2017 • Western Asset Middle Market Debt Fund Inc. • New York
CREDIT AGREEMENT FOR MARGIN FINANCING (this “Agreement”), dated as of , 2014, by and between WESTERN ASSET MIDDLE MARKET DEBT 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”).
FUND ACCOUNTING SERVICES AGREEMENTFund Accounting Services Agreement • December 26th, 2012 • Western Asset Middle Market Debt 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).
Pennington, NJ 08534 RE: SMITH BARNEY AND SALOMON BROTHERS SELECTED DEALER AGREEMENT Ladies and Gentlemen:Selected Dealer Agreement • December 19th, 2012 • Western Asset Middle Market Debt 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:
SUBSCRIPTION AGREEMENTSubscription Agreement • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc.
Subscription Agreement, dated as of September 26, 2012, between Western Asset Middle Market Debt Fund Inc., a corporation organized under the laws of Maryland (the “Fund”) and Legg Mason Inc. (the “Purchaser”).
AMENDMENT NO. 2 TO CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement for Margin Financing • June 5th, 2017 • Western Asset Middle Market Debt Fund Inc.
AMENDMENT NO. 2, dated as of March 18, 2015 (this “Amendment”), to the Credit Agreement for Margin Financing, dated as of July 15, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”), between WESTERN ASSET MIDDLE MARKET DEBT 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.
Amendment No. 5 To Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • June 3rd, 2020 • Western Asset Middle Market Debt Fund Inc.
AMENDMENT No. 5, dated as of September 4, 2019 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of July 15, 2014 between Western Asset Middle Market Debt Fund Inc. (“Client”) and Pershing LLC (“Pershing”).
December [—]], 2012 WESTERN ASSET MIDDLE MARKET DEBT FUND INC. COMMON STOCK ($.001 PAR VALUE) INITIAL OFFERING PERIOD AGREEMENTDistribution Agreement • December 19th, 2012 • Western Asset Middle Market Debt Fund Inc. • New York
Western Asset Middle Market Debt 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 December [—], 2012 (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. 1 TO CREDIT AGREEMENT FOR MARGIN FINANCINGCredit Agreement for Margin Financing • June 5th, 2017 • Western Asset Middle Market Debt Fund Inc.
AMENDMENT NO. 1, dated as of December , 2014 (this “Amendment”), to the Credit Agreement for Margin Financing, dated as of July 15, 2014 (as amended, supplemented or otherwise modified prior to the date hereof, the “Credit Agreement”), between WESTERN ASSET MIDDLE MARKET DEBT 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.
Amendment No. 3 To the Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • June 5th, 2017 • Western Asset Middle Market Debt Fund Inc.
AMENDMENT No. 3, dated as of September 1, 2016 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of July 15, 2014 between Western Asset Middle Market Debt Fund Inc. (“Client”) and Pershing LLC (“Pershing”).
Amendment No. 4 To the Credit Agreement for Margin FinancingCredit Agreement for Margin Financing • June 4th, 2018 • Western Asset Middle Market Debt Fund Inc.
AMENDMENT No. 4, dated as of March 28, 2018 (this “Amendment”) to the Credit Agreement for Margin Financing, dated as of July 15, 2014 between Western Asset Middle Market Debt Fund Inc. (“Client”) and Pershing LLC (”Pershing”).
