Morgan Stanley & Co. LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of January 1, 2019, is by and between Morgan Stanley & Co. LLC (“Morgan Stanley,” or “we”) and the party named on the signature page hereof (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 wi
MASTER CUSTODIAN AGREEMENT Between Each BlackRock Entity Listed in Appendix A And State Street Bank and Trust Company Dated as of December 31, 2018Master Custodian Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II • New York
This Agreement is made as of December 31, 2018 (this “Agreement”), between each BlackRock entity identified on Appendix A and each BlackRock entity which becomes a party to this Agreement in accordance with the terms hereof (in each case, a “Fund”), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of March 1, 2019, is by and between Morgan Stanley & Co. 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).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • July 18th, 2024 • BlackRock Health Sciences Term Trust • New York
AGREEMENT, dated January 24, 2020, between BlackRock Health Sciences Trust II (the “Trust”), a Maryland statutory trust, and BlackRock Advisors, LLC (the “Advisor”), a Delaware limited liability company.
STRUCTURING AND SYNDICATION FEE AGREEMENTStructuring and Syndication Fee Agreement • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
This agreement is between BlackRock Advisors, LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to BlackRock Health Sciences Trust II (the “Trust”).
SIXTH AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENTSecurities Lending Agency Agreement • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
This Sixth Amended and Restated Agreement, dated as of January 1, 2020, between each investment company, severally and not jointly, identified on Schedule A, as such schedule may be amended from time to time (each a “Client”), acting on behalf of itself or the funds listed on Schedule A hereto and any future series of a Client (each, a “Fund”), by and through BlackRock Advisors, LLC (“BlackRock”), not in its individual capacity but as agent and investment advisor, and BlackRock Investment Management, LLC (the “Lending Agent”), a Delaware limited liability company.
ADMINISTRATION AND FUND ACCOUNTING SERVICES AGREEMENT Between Each BlackRock Management Investment Company Listed in Schedule A And State Street Bank and Trust Company Dated as of December 31, 2018Administration and Fund Accounting Services Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II • New York
This Administration and Fund Accounting Services Agreement (“Agreement”) dated and effective as of December 31, 2018, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and each management investment company identified on Schedule A hereto, together with each management investment company which becomes a party to this Agreement in accordance with the terms hereof (each a “Fund” and collectively, the “Funds”).
Discount Management Program Standstill AgreementDiscount Management Program Standstill Agreement • July 18th, 2024 • BlackRock Health Sciences Term Trust • New York
This Discount Management Program Standstill Agreement is entered into as of May 3, 2024 (this “Agreement”), by and among Karpus Management, Inc., doing business as Karpus Investment Management (“Karpus”), BlackRock Advisors, LLC (the “Manager”) and BlackRock Health Sciences Term Trust (the “Fund”). Karpus, the Manager and the Fund are hereforth referred to as the “Parties,” and each individually as a “Party.”
Transfer Agency and Service Agreement Among Each of the BlackRock Closed-End Investment Companies Listed Herein on Appendix A and Computershare Trust Company, N.A. and Computershare Inc.Transfer Agency and Service Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II • Massachusetts
This Transfer Agency Agreement (this “Agreement”) is made as of January 1, 2015, by and among each of the BlackRock closed-end investment companies listed on Appendix A, as amended from time to time, having a principal office and place of business at 100 Bellevue Parkway, Wilmington, Delaware 19809 (each a “Customer” or a “Fund”), Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”), both doing business at 250 Royall Street, Canton, Massachusetts 02021 (collectively the “Transfer Agent” or “Computershare”).
BLACKROCK HEALTH SCIENCES TRUST II AGREEMENT AND DECLARATION OF TRUST DATED AS OF AUGUST 14, 2019Agreement and Declaration of Trust • August 20th, 2019 • BlackRock Health Sciences Trust II • Maryland
AGREEMENT AND DECLARATION OF TRUST made as of the 14th day of August, 2019 by the Trustees hereunder, and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
This agreement (the “Agreement”) is between BlackRock Advisors, LLC (the “Company”) and [ ] (“Bank”) with respect to the BlackRock Health Sciences Trust II (the “Trust”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement (as defined below).
] Shares BLACKROCK HEALTH SCIENCES TRUST II COMMON SHARES OF BENEFICIAL INTEREST, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • January 28th, 2020 • BlackRock Health Sciences Trust II • New York
BlackRock Health Sciences Trust II, a statutory trust organized under the laws of the State of Maryland (the “Trust”), is a newly organized, non-diversified closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”). The Trust proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) [ ] shares of its common shares of beneficial interest, par value $0.001 per share (the “Firm Shares”). The Trust also proposes to issue and sell to the several Underwriters not more than an additional [ ] shares of its common shares of beneficial interest, par value $0.001 per share (the “Additional Shares”), if and to the extent that you, as managers of the offering, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such Additional Shares granted to the Underwriters in Section 3 hereof. The Firm Shares and the Additional Shares are hereinafter col
SUBSCRIPTION AGREEMENTSubscription Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II
THIS SUBSCRIPTION AGREEMENT is entered into as of the 6th day of November, 2019, between BlackRock Health Sciences Trust II, a statutory trust organized and existing under the laws of Maryland (the “Trust”), and BlackRock Financial Management, Inc., a corporation organized and existing under the laws of Delaware (the “Purchaser”).
ORGANIZATIONAL AND OFFERING EXPENSES AGREEMENTOrganizational and Offering Expenses Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II • New York
AGREEMENT made this [●] day of [●], 2020, by and between BlackRock Health Sciences Trust II, a Maryland statutory trust (the “Trust”), and BlackRock Advisors, LLC, a Delaware limited liability company (the “Advisor”), and is acknowledged and agreed to by BlackRock Investments, LLC (“BRIL”).
Amendment No. 1 to Amended and Restated Master Advisory Fee Waiver AgreementMaster Advisory Fee Waiver Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II
This AMENDMENT NO. 1 (this “Amendment”) to the Amended and Restated Master Advisory Fee Waiver Agreement dated December 1, 2019 (the “Agreement”) is made as of this [●] day of [●], 2020, by and among BlackRock Advisors, LLC (the “Adviser”) and each investment company listed on Schedule A attached hereto (each, a “Fund”).
Amended and Restated Master Advisory Fee Waiver AgreementMaster Advisory Fee Waiver Agreement • December 9th, 2019 • BlackRock Health Sciences Trust II • New York
This AMENDED AND RESTATED MASTER ADVISORY FEE WAIVER AGREEMENT (this “Agreement”) is made as of December 1, 2019, by and among BlackRock Advisors, LLC (the “Adviser”) and each investment company listed on Schedule A attached hereto (each, a “Fund”).
