Bluestone Community Development Fund Sample Contracts

AMENDED AND RESTATED ESCROW AGREEMENT
Escrow Agreement • May 24th, 2019 • Bluestone Community Development Fund • Missouri

This AMENDED AND RESTATED ESCROW AGREEMENT (the “Agreement”) is made and entered into as of the 1st day of May, 2019, by and between Bluestone Community Development Fund (f/k/a The Pennant 504 Fund), a Delaware statutory trust (the “Fund”), UMB Fund Services, Inc., as recordkeeper (“UMBFS”) and UMB Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as escrow agent (the “Escrow Agent”).

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CUSTODY AGREEMENT Dated May 1, 2019 Between UMB BANK, N.A. and BLUESTONE COMMUNITY DEVELOPMENT FUND AMENDED AND RESTATED CUSTODY AGREEMENT
Custody Agreement • May 24th, 2019 • Bluestone Community Development Fund

This Amended and Restated Custody Agreement made as of the 1st day of May, 2019 between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter "Custodian"), and Bluestone Community Development Fund (f/k/a/ The Pennant 504 Fund), a Delaware statutory trust (the "Fund").

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AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • February 15th, 2022 • Bluestone Community Development Fund
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BLUESTONE COMMUNITY DEVELOPMENT FUND INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 13th, 2019 • Bluestone Community Development Fund • Delaware

This AGREEMENT is effective as of May 1, 2019, by and between Bluestone Community Development Fund, a Delaware statutory trust (the “Fund”), and Bluestone Capital Partners LLC, a Puerto Rico limited liability company (the “Adviser”).

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COMPLIANCE CONSULTING AGREEMENT
Compliance Consulting Agreement • May 24th, 2019 • Bluestone Community Development Fund • Virginia

THIS AGREEMENT (the “Agreement”) is entered into to be effective as of the 8th day of May 2019, by and among Oyster Consulting, LLC® (“Oyster”), a Virginia limited liability corporation, which term, as used herein shall include, as appropriate, relevant Oyster personnel, including but not limited to Polly Cordle (“Ms. Cordle”), or any consultant provided by Oyster to The 504 Fund (“504 Fund”).

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COMPLIANCE CONSULTING AGREEMENT
Compliance Consulting Agreement • October 25th, 2024 • Equalize Community Development Fund • Virginia

THIS AGREEMENT (the “Agreement”) is entered into to be effective as of the 8th day of May, 2024, by and among Oyster Consulting, LLC® (“Oyster”), a Virginia limited liability corporation, which term, as used herein shall include, as appropriate, relevant Oyster personnel, including but not limited to Dean Pelos (“Mr. Pelos”), or any consultant provided by Oyster to The Equalize Community Development Fund (“Equalize Community Development Fund”).

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AMENDED AND RESTATED ADMINISTRATION, FUND ACCOUNTING AND TRANSFER AGENT AGREEMENT
Administration, Fund Accounting and Transfer Agent Agreement • May 24th, 2019 • Bluestone Community Development Fund • Wisconsin

THIS AMENDED AND RESTATED ADMINISTRATION, FUND ACCOUNTING AND TRANSFER AGENT AGREEMENT (the “Agreement”) is made as of the 1st day of May, 2019, by and between Bluestone Community Development Fund (f/k/a The Pennant 504 Fund), a Delaware statutory trust (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

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DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • October 25th, 2024 • Equalize Community Development Fund • Delaware

THIS AGREEMENT made this 1st day of November, 2024, by and between Equalize Capital LLC, a Puerto Rico limited liability company, and J. Alden Associates, Inc., a Delaware corporation (the “Distributor”).

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OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • October 25th, 2024 • Equalize Community Development Fund • Delaware

This AGREEMENT (the “Agreement”) is dated as of September 24, 2024, by and between Equalize Community Development Fund, a Delaware statutory trust (the “Fund”), and Equalize Capital LLC (the “Adviser”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • October 25th, 2024 • Equalize Community Development Fund • Delaware

THIS AGREEMENT is made and entered into as of this 1st day of November, 2024 (the “Agreement”) by Equalize Community Development Fund (the “Fund”), a Delaware statutory trust, and J. Alden Associates, Inc., a Delaware corporation (the “Distributor”).

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COMPLIANCE CONSULTING AGREEMENT
Compliance Consulting Agreement • October 26th, 2021 • Bluestone Community Development Fund • Virginia

THIS AGREEMENT (the “Agreement”) is entered into to be effective as of the 8th day of May, 2021, by and among Oyster Consulting, LLC® (“Oyster”), a Virginia limited liability corporation, which term, as used herein shall include, as appropriate, relevant Oyster personnel, including but not limited to Dean Pelos (“Mr. Pelos”), or any consultant provided by Oyster to The Bluestone Community Development Fund (“Bluestone Community Development Fund”).

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THE PENNANT 504 FUND OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • November 26th, 2013 • Pennant 504 Fund • Wisconsin

THIS OPERATING EXPENSES LIMITATION AGREEMENT, as amended (the “Agreement”) is effective as of November 12, 2013, by and between The Pennant 504 Fund, a Delaware statutory trust (the “Fund”) and Pennant Management, Inc. (the “Adviser”).

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DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • May 20th, 2015 • 504 Fund • Delaware

WHEREAS, pursuant to a distribution agreement by and between the Distributor and The 504 Fund (f/k/a The Pennant 504 Fund) (the “Fund”) dated as of May 15, 2014, as amended (the “Distribution Agreement”), the Distributor acts as the principal underwriter and distributor of shares of beneficial interest of the Fund; and

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SECOND AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • May 24th, 2019 • Bluestone Community Development Fund • Delaware

This second amendment (this “Amendment”) is entered into on May 1, 2019 (the “Execution Date”), with an effective date of May 1, 2019 (the “Effective Date”), to the Distribution Agreement dated as of May 15, 2014 (the “Agreement”), by and between the Bluestone Community Development Fund (f/k/a The 504 Fund) (the “Fund”) and Foreside Fund Services, LLC (“Distributor”).

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OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expense Limitation Agreement • October 22nd, 2020 • Bluestone Community Development Fund • Delaware

This AGREEMENT (the “Agreement”) is effective as of May 2, 2021 (the “Effective Date”), by and between Bluestone Community Development Fund, a Delaware statutory trust (the “Fund”), and Bluestone Capital Partners LLC (the “Adviser”).

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AMENDMENT TO AMENDED AND RESTATED ADMINISTRATION, FUND ACCOUNTING AND TRANSFER AGENT AND CUSTODY AGREEMENTS
Administration, Fund Accounting and Transfer Agent Agreement • October 22nd, 2020 • Bluestone Community Development Fund

THIS AMENDMENT (the “Amendment”) made as of April 1, 2020 (the “Effective Date”), is by and among UMB Fund Services, Inc. (“UMBFS”), UMB Bank, N.A. (“UMB Bank”) and Bluestone Community Development Fund (the “Fund”), and amends those certain Amended and Restated Administration, Fund Accounting and Transfer Agent Agreement and the Amended and Restated Custody Agreement between the respective parties dated May 1, 2019 as amended (the “Agreements”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreements.

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FORM OF WHOLESALING AGREEMENT
Wholesaling Agreement • May 22nd, 2014 • Pennant 504 Fund • Delaware

THIS WHOLESALING AGREEMENT (the “Agreement”) dated as of _____, 2014 (the “Effective Date”) is by and between _________________________(“Wholesaler”), with its principal office and place of business at ____________________ and Foreside Fund Services, LLC (“Distributor”), with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, Maine 04101 (collectively, the “Parties”).

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THE 504 FUND INTERIM INVESTMENT ADVISORY AGREEMENT
Interim Investment Advisory Agreement • September 13th, 2019 • Bluestone Community Development Fund • Delaware

This AGREEMENT is effective as of March 1, 2019, by and between The 504 Fund, a Delaware statutory trust (the “Fund”), and Bluestone Capital Partners LLC, a Puerto Rico limited liability company (the “Adviser”).

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THE 504 FUND OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • April 1st, 2015 • 504 Fund • Delaware

This AGREEMENT (the “Agreement”) is effective as of March 1, 2015, by and between The 504 Fund, a Delaware statutory trust (the “Fund”), and 504 Fund Advisors, LLC (the “Adviser”).

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DISTRIBUTION AGREEMENT between THE PENNANT 504 FUND, PENNANT MANAGEMENT, INC. and SANDLER O’NEILL & PARTNERS, L.P.
Distribution Agreement • November 21st, 2013 • Pennant 504 Fund • New York

The Pennant 504 Fund, a Delaware statutory trust (the “Fund”), is registered as a closed-end, non-diversified management investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and is registering 50,000,000 of its shares of beneficial interest (“Shares”) under the Securities Act of 1933, as amended (the “1933 Act”), to be offered for sale in a public offering at $10.00 per share and in accordance with the terms and conditions set forth in the Prospectus (the “Prospectus”) and Statement of Additional Information (“SAI”) included in the Fund’s Registration Statement(s) filed with the U.S. Securities and Exchange Commission (“SEC”) on Form N-2, as it may be amended from time to time (collectively, the “Registration Statement”).

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FIRST AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • May 20th, 2015 • 504 Fund

This First Amendment (“Amendment”) to the Distribution Agreement (the “Agreement”) dated as of May 15, 2014 by and between The Pennant 504 Fund (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”) is entered into as of May 19, 2015 (the “Effective Date”).

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EQUALIZE COMMUNITY DEVELOPMENT FUND FIRST AMENDMENT TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 15th, 2022 • Bluestone Community Development Fund

This FIRST AMENDMENT is dated as of February 18, 2022, and amends the Investment Advisory Agreement dated as of May 1, 2019 (the “Agreement”), entered into by and between Bluestone Community Development Fund, a Delaware statutory trust (the “Fund”), and Bluestone Capital Partners LLC, a Puerto Rico limited liability company (the “Adviser”).

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SERVICES AGREEMENT
Services Agreement • October 27th, 2022 • Equalize Community Development Fund

This Services Agreement (the "Agreement"), effective as of July 1, 2022 (the "Effective Date"), by and between GOVERNMENT LOAN SOLUTIONS, INC., a North Carolina business corporation, which with its successors and assigns is herein called "GLS", and EQUALIZE COMMUNITY DEVELOPMENT FUND, which with its successors and assigns is herein called "Client", is to EVIDENCE THAT, in consideration of mutual covenants and promises made herein, GLS and Client (herein individually called a "Party" and collectively called the "Parties") agree as follows:

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DISTRIBUTION AGREEMENT
Distribution Agreement • October 26th, 2021 • Bluestone Community Development Fund

THIS DISTRIBUTION AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Foreside Fund Services, LLC (the “Distributor”) and Bluestone Community Development Fund (f/k/a The Pennant 504 Fund) (the “Fund”).

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FORM OF Selling Group Agreement The Pennant 504 Fund
Selling Group Agreement • November 21st, 2013 • Pennant 504 Fund • New York

We are the principal underwriter, as defined in the Investment Company Act of 1940, of the shares (“Shares”) of The Pennant 504 Fund (the “Fund”), a Delaware statutory trust that is registered (or expected to be registered) with the U.S. Securities and Exchange Commission (“SEC”) as a closed-end investment company. We understand that you are a member in good standing of the Financial Industry Regulatory Authority (“FINRA”) and, on the basis of such understanding, invite you to become a non-exclusive member of the Selling Group to distribute the Shares of the Fund on the following terms:

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FIRST AMENDMENT TO THE 504 FUND OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • October 27th, 2017 • 504 Fund

This FIRST AMENDMENT to The 504 Fund Operating Expenses Limitation Agreement effective as of March 1, 2015 (the “Agreement”) is entered into by and between The 504 Fund, a Delaware statutory trust (the “Fund”), and 504 Fund Advisors, LLC (the “Adviser”), an Illinois limited liability company, effective as of August 22, 2017.

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Distribution Services Agreement
Distribution Services Agreement • December 17th, 2021 • Bluestone Community Development Fund

THIS DISTRIBUTION SERVICES AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Foreside Fund Services, LLC (the “Distributor”) and Equalize Capital LLC (f/k/a Bluestone Capital Partners LLC) (the “Adviser”).

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OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • May 24th, 2019 • Bluestone Community Development Fund • Delaware

This AGREEMENT (the “Agreement”) is effective as of March 1, 2019, by and between The 504 Fund (to be renamed the Bluestone Community Development Fund), a Delaware statutory trust (the “Fund”), and Bluestone Capital Partners LLC (the “Adviser”).

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