DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2019 • Cliffwater Corporate Lending Fund • Delaware
THIS AGREEMENT is made and entered into as of this 26th day of February, 2019, by and between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”), and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).
ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENTAccounting and Recordkeeping Agreement • February 28th, 2019 • Cliffwater Corporate Lending Fund • Wisconsin
THIS ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT (the “Agreement”) is made as of this 26th day of February, 2019, by and between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).
INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This AGREEMENT is made this 27th day of May, 2021, by and among Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”), Cliffwater LLC, a Delaware limited liability company (the “Investment Manager”), and Crescent Capital Group LP, a Delaware limited partnership (the “Sub-Adviser”).
CLIFFWATER CORPORATE LENDING FUND AMENDED AND RESTATED BY-LAWSCliffwater Corporate Lending Fund • March 29th, 2022
These Amended and Restated By-laws (the “By-laws”) of the Cliffwater Corporate Lending Fund (the “Trust”), a Delaware statutory trust, are subject to the Trust’s Amended and Restated Agreement and Declaration of Trust dated September 15, 2021, as from time to time amended, supplemented or restated (the “Trust Instrument”). Capitalized terms used herein which are defined in the Trust Instrument are used as therein defined.
INVESTMENT MANAGEMENT AGREEMENT CLIFFWATER CORPORATE LENDING FUNDInvestment Management Agreement • February 28th, 2019 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT made this 1st day of March, 2019, by and between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the "Fund"), and Cliffwater LLC, a Delaware limited liability company (the "Investment Manager").
JOINT INSURED BOND AGREEMENTJoint Insured Bond Agreement • December 14th, 2020 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated as of this 2nd day of December, 2020, by and between Infinity Core Alternative Fund, The Relative Value Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Cliffwater Corporate Lending Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Asset Fund and Aspiriant Risk-Managed Capital Appreciation Fund (each a “Fund” and together, the “Funds”).
JOINT LIABILITY INSURANCE AGREEMENTJoint Liability Insurance Agreement • December 14th, 2020 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated the 2nd day of December, 2020 between the Infinity Core Alternative Fund, The Relative Value Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Cliffwater Corporate Lending Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Asset Fund and Aspiriant Risk-Managed Capital Appreciation Fund (collectively, the “Funds” and individually, a “Fund”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • November 30th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of April 19, 2022, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and AGTB Private BDC, a Delaware statutory trust (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • February 10th, 2023 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of August 20, 2021, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Barings Private Credit Corporation, a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
JOINT LIABILITY INSURANCE AGREEMENTJoint Liability Insurance Agreement • September 28th, 2018 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated the 5th day of September, 2018 between the Infinity Core Alternative Fund, The Relative Value Fund, Vivaldi Opportunities Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Cliffwater Corporate Lending Fund and MicroVentures Private Growth Fund (collectively, the “Funds” and individually, a “Fund”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • November 30th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of April 1, 2022, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Redwood Enhanced Income Corp., a corporation incorporated under the laws of Maryland (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of July 30, 2021, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Owl Rock Core Income Corp. a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
JOINT INSURED BOND AGREEMENTJoint Insured Bond Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated as of this _13th___ day of ____May__________, 2021, by and between Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (each a “Fund” and together, the “Funds”).
JOINT LIABILITY INSURANCE AGREEMENTJoint Liability Insurance Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated the 13th day of July, 2021 between the Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (collectively, the “Funds” and individually, a “Fund”).
JOINT INSURED BOND AGREEMENTJoint Insured Bond Agreement • April 29th, 2020 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT dated as of this 16th day of September, 2019, by and between Infinity Core Alternative Fund, The Relative Value Fund, Vivaldi Opportunities Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Cliffwater Corporate Lending Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund and Keystone Private Income Fund (each a “Fund” and together, the “Funds”).
Custodian AgreementCustodian Agreement • February 28th, 2019 • Cliffwater Corporate Lending Fund • Massachusetts
This Agreement is made as of December 5, 2018 (this “Agreement”), between Cliffwater Corporate Lending Fund (the “Fund”) and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • November 30th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of October 25, 2022, is between Cliffwater Corporate Lending Fund, a statutory trust organized under the laws of Delaware (the “Acquiring Fund”), and Stone Point Credit Corporation, a corporation incorporated under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of February 25, 2022, and effective as of January 21, 2021 (the “Effective Date”), is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Barings Capital Investment Corporation, a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
Fund of Funds Investment AgreementFund of Funds Investment Agreement • November 30th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of November 18, 2022, is between CCLF SPV LLC, a wholly-owned subsidiary of Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and Ares Strategic Income Fund, a Delaware statutory trust (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • New York
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of September 24, 2021, is between Cliffwater Corporate Lending Fund, a trust organized under the laws of Delaware (the “Acquiring Fund”), and Golub Capital Direct Lending Corporation a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
CLIFFWATER DIRECT LENDING FUND AGREEMENT AND DECLARATION OF TRUST Dated: March 21, 2018Cliffwater Direct Lending Fund Agreement • March 30th, 2018 • Cliffwater Direct Lending Fund
AGREEMENT AND DECLARATION OF TRUST of Cliffwater Direct Lending Fund, a Delaware statutory trust, made as of March 21, 2018 by the undersigned Trustee.
AMENDED AND RESTATED EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENTExpense Limitation and Reimbursement Agreement • April 29th, 2020 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT made as of the 30th day of April, 2019 by and among Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”) and Cliffwater LLC, a Delaware limited liability company (“the Investment Manager”).
AMENDED AND RESTATED FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This AMENDED AND RESTATED FUND OF FUNDS INVESTMENT AGREEMENT (this “Agreement”), dated as of January 12, 2024, is between Cliffwater Corporate Lending Fund, a statutory trust organized under the laws of Delaware (the “Acquiring Fund”), and Stone Point Credit Corporation, a corporation incorporated under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 23, 2024 is between Cliffwater Corporate Lending Fund, a Statutory Trust organized under the laws of Delaware (the “Acquiring Fund”), and Morgan Stanley Direct Lending Fund, a Corporation incorporated under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
CLIFFWATER CORPORATE LENDING FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated: September 15, 2021Cliffwater Corporate • March 29th, 2022 • Cliffwater Corporate Lending Fund
FUND OF FUNDS INVESTMENT AGREEMENTFunds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of December 26, 2023, is between Cliffwater Corporate Lending Fund, a trust organized under the laws of Delaware (the “Acquiring Fund”), and Golub Capital Private Credit Fund, a trust organized under the laws of Delaware (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENTExpense Limitation and Reimbursement Agreement • February 28th, 2019 • Cliffwater Corporate Lending Fund • Delaware
AGREEMENT made as of the 26th day of February, 2019 by and among Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”) and Cliffwater LLC, a Delaware limited liability company (“the Investment Manager”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of October 10, 2023, is between Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Acquiring Fund”), and 26North BDC, Inc., a corporation incorporated under the laws of Maryland (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), effective as of September 30, 2023, is between Cliffwater Corporate Lending Fund, a trust organized under the laws of Delaware (the “Acquiring Fund”), and Carlyle Credit Solutions, Inc., a Maryland corporation organized under the laws of the State of Maryland (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
INTERIM SUB-ADVISORY AGREEMENTInterim Sub-Advisory Agreement • April 30th, 2021 • Cliffwater Corporate Lending Fund • Delaware
This Interim Sub-Advisory Agreement (this “Agreement”), made this 5th day of January, 2021, by and among Cliffwater Corporate Lending Fund, a Delaware statutory trust (the “Fund”), Cliffwater LLC, a Delaware limited liability company (the “Investment Manager”), and Crescent Capital Group LP, a Delaware limited partnership (the “Sub-Adviser”).
AMENDMENT AGREEMENTAmendment Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Wisconsin
THIS AMENDMENT AGREEMENT (this “Amendment”) is effective as of this 1st day of September, 2021, by and between Cliffwater Corporate Lending Fund, a Delaware statutory trust (“Cliffwater”) and UMB Fund Services, Inc., a Wisconsin corporation (“UMBFS”).
Distribution AgreementDistribution Agreement • March 29th, 2022 • Cliffwater Corporate Lending 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 Cliffwater Corporate Lending Fund (“Fund Company”).
VOTING AND INVESTMENT AGREEMENTVoting and Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This VOTING AND INVESTMENT AGREEMENT (the “Agreement”), dated as of July 24, 2023, is by and between Cliffwater Corporate Lending Fund, a statutory trust organized under the laws of Delaware (the “Acquiring Fund”), T. Rowe Price OHA Select Private Credit Feeder Fund LLC, a limited liability company organized under the laws of Delaware (the “Acquired Fund”), and T. Rowe Price OHA Select Private Credit Fund, a statutory trust organized under the laws of Delaware (the “BDC” and, together with the Acquiring Fund and the Acquired Fund, the “Funds”).
FUND OF FUNDS INVESTMENT AGREEMENTFund of Funds Investment Agreement • July 26th, 2024 • Cliffwater Corporate Lending Fund
This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of July 27, 2023, is between Cliffwater Corporate Lending Fund, a trust organized under the laws of Delaware (the “Acquiring Fund”), and Vista Credit Strategic Lending Corp., a corporation incorporated under the laws of Maryland (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).
SELLING GROUP MEMBER AGREEMENTSelling Group Member Agreement • March 29th, 2022 • Cliffwater Corporate Lending Fund • Delaware
As the distributor of the shares of beneficial interest (“Shares”) of Cliffwater Corporate Lending Fund (“Fund”), a closed-end “interval” investment company operated in accordance with Rule 23c-3 under the Investment Company Act of 1940, as amended (the “1940 Act”), Foreside Fund Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the intermediary executing this agreement, including its associated persons.
