Angel Oak Financial Strategies Income Term Trust Sample Contracts

UBS SECURITIES LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)
Master Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

This Master Agreement Among Underwriters (this “Master AAU”), dated as of June 6, 2014, is by and between UBS Securities LLC (“UBS,” or “we”) and the party named on the signature page hereto (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accepted an AAU with respect to such O

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UBS Securities LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)
Master Selected Dealers Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

This Master Selected Dealers Agreement (this “Master SDA”), dated as of May 23, 2012, is by and between UBS Securities LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York
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FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

THIS AGREEMENT is made and entered into by and between ANGEL OAK FINANCIAL STRATEGIC INCOME TERM TRUST, a Delaware statutory trust (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

THIS AGREEMENT is made and entered into by and between ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST a Delaware statutory trust (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST [·] Common Shares of Beneficial Interest Par Value $0.001 Per Share UNDERWRITING AGREEMENT
Underwriting Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York
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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

This agreement (the “Agreement”) is between Angel Oak Capital Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the Angel Oak Financial Strategies Income Term Trust (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated [ ], 2019 (the “Underwriting Agreement”), by and among the Fund, the Company, and each of the Underwriters named therein, severally, with respect to the issuance and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), as described therein (the “Offering”) .

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Subscription Agent Agreement Between Angel Oak Financial Strategies Income Term Trust And Computershare Trust Company, N.A. And Computershare Inc.
Subscription Agent Agreement • September 20th, 2021 • Angel Oak Financial Strategies Income Term Trust • New York

This SUBSCRIPTION AGENT AGREEMENT (this “Agreement”), dated as of September 15, 2021 (the “Effective Date”), is by and between Angel Oak Financial Strategies Income Term Trust, a Delaware statutory trust (“Company”), and Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”), and Computershare Inc., a Delaware corporation (“Computershare”, and together with Trust Company, “Agent”).

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FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

THIS AGREEMENT is made and entered into by and between ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST, a Delaware statutory trust (the “Fund”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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CUSTODY AGREEMENT
Custody Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

THIS AGREEMENT is made and entered into by and between ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST, a Delaware statutory trust (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”).

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SECONDARY MARKET SUPPORT SERVICES AGREEMENT
Secondary Market Support Services Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • Delaware

This Agreement is made as of March 20, 2019, by and among Angel Oak Financial Strategies Income Term Trust, a closed-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and organized as a Delaware statutory trust (“Fund”), Angel Oak Capital Advisors, LLC, a Delaware limited liability company (“Adviser”), and Destra Capital Advisors LLC, a Delaware limited liability company (“Destra”).

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

Reference is made to the Underwriting Agreement, dated [ ], 2019, by and among Angel Oak Financial Strategies Income Term Trust (the “Fund”), Angel Oak Capital Advisors, LLC and each of the respective underwriters named therein (the “Underwriting Agreement”) relating to the Offering (as defined below). This agreement (the “Agreement”) is between Angel Oak Capital Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and each qualifying underwriter listed on Schedule I hereto (each a “Qualifying Underwriter”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST INVESTMENT ADVISORY AGREEMENT with ANGEL OAK CAPITAL ADVISORS, LLC
Investment Advisory Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the 26th day of April, 2019, by and between Angel Oak Financial Strategies Income Term Trust, a Delaware statutory trust (hereinafter called the “Fund”) and Angel Oak Capital Advisors, LLC, a Delaware limited liability corporation (hereinafter called the “Adviser”).

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

This agreement (the “Agreement”) is between Angel Oak Capital Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and Oppenheimer & Co. Inc. (“Oppenheimer”) with respect to the Angel Oak Financial Strategies Income Term Trust (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated [ ], 2019 (the “Underwriting Agreement”), by and among the Fund, the Company and each of the Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), as described therein (the “Offering”).

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DISTRIBUTION ASSISTANCE AGREEMENT
Distribution Assistance Agreement • May 3rd, 2019 • Angel Oak Financial Strategies Income Term Trust • Delaware

This Distribution Assistance Agreement (the “Agreement”) is made as of March 20, 2019, by and among Angel Oak Capital Advisors, LLC, a Delaware limited liability company (the “Adviser”), and Destra Capital Investments LLC, a Delaware limited liability company (“Destra”).

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ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST OPERATING EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • January 29th, 2021 • Angel Oak Financial Strategies Income Term Trust • Delaware

THIS OPERATING EXPENSE LIMITATION AGREEMENT, dated as of April 27, 2020, is made and entered into by and between the Angel Oak Financial Strategies Income Term Trust, a Delaware statutory trust (the “Trust” or the “Fund”), and Angel Oak Capital Advisors, LLC (the “Adviser”).

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ANGEL OAK FINANCIAL STRATEGIES INCOME TERM TRUST 5,076,333 Shares of Beneficial Interest Issuable Upon Exercise of Transferable Rights to Subscribe for Such Shares DEALER MANAGER AGREEMENT
Agreement • September 20th, 2021 • Angel Oak Financial Strategies Income Term Trust • New York
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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

Reference is made to the Underwriting Agreement dated [ ], 2019 (the “Underwriting Agreement”), by and among Angel Oak Financial Strategies Income Term Trust (the “Fund”), Angel Oak Capital Advisors, LLC (the “Company”) and each of the Underwriters named therein, with respect to the issue and sale of the Fund’s common shares of beneficial interest, $0.001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust • New York

Reference is made to the Underwriting Agreement dated [ ], 2019 (the “Underwriting Agreement”), by and among Angel Oak Financial Strategies Income Term Trust (the “Fund”), Angel Oak Capital Advisors, LLC (the “Adviser”), Keefe, Bruyette & Woods, Inc. (“KBW”) and the several other Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, $0.001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

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Consulting Agreement
Consulting Agreement • May 24th, 2019 • Angel Oak Financial Strategies Income Term Trust

This Consulting Agreement (the “Agreement”) is made and entered into as of the 8th day of March, 2019, by and between Angel Oak Capital Advisors, LLC a Delaware limited liability company with its principal place of business located at 3060 Peachtree Rd, Suite 500, Atlanta, GA 30305 (“Angel Oak”), and Arbor Lane Advisors, whose address is 15 Arbor Lane, Dix Hills, NY 11746 (“Consultant”), and sets forth the terms and conditions governing the relationship between Angel Oak and the Consultant.

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August 12, 2021
Letter of Agreement • September 20th, 2021 • Angel Oak Financial Strategies Income Term Trust • New York

This Letter of Agreement, including the Appendix attached hereto (collectively, this “Agreement”), sets forth the terms and conditions of the engagement of Georgeson LLC (“Georgeson”) by Angel Oak Financial Strategies Income Term Trust (the “Company”) to act as Information Agent in connection with the Company’s proposed transferable rights offering (the “Offering”). The term of this Agreement shall be the term of the Offering, including any extensions thereof.

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