VERSUS CAPITAL Infrastructure Income FUND THIRD Amended and Restated AGREEMENT AND DECLARATION OF TRUSTAgreement and Declaration of Trust • November 9th, 2023 • Versus Capital Infrastructure Income Fund • Massachusetts
This THIRD AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made this 20th day of October 2023, by the Trustee hereunder, and by the holders of shares of beneficial interest to be issued hereunder as hereinafter provided, amending and restating the Second Amended and Restated Agreement and Declaration of Trust dated July 11, 2023, for the purposes of eliminating references to the sole initial trustee, adding Trustees as signatories hereto and making such other changes as deemed necessary by the Trustees.
TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENTTransfer Agency and Shareholder Services Agreement • February 26th, 2024 • Versus Capital Infrastructure Income Fund
This Transfer Agency And Shareholder Services Agreement is made as of February 16, 2024 (“Effective Date”) by and between BNY Mellon Investment Servicing (US) Inc. (“BNYM”), and Versus Capital Infrastructure Income Fund and its wholly-owned subsidiaries (together, the “Fund”). Capitalized terms, and certain noncapitalized terms, not otherwise defined shall have the meanings set forth in Schedule A (Schedule A also contains an index of defined terms providing the location of all defined terms). The term “Agreement” shall mean this Transfer Agency And Shareholder Services Agreement as constituted on the Effective Date, and thereafter as it may be amended from time to time as provided for herein.
DISTRIBUTION AGREEMENTDistribution Agreement • February 26th, 2024 • Versus Capital Infrastructure Income Fund • Delaware
THIS AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of September, 2021 (the “Effective Date”), by and between Foreside Funds Distributors LLC, a Delaware limited liability company (the “Distributor”) and each investment company listed on Schedule A hereto (each a “Fund,” and collectively, the “Funds”), and
CUSTODY AGREEMENTCustody Agreement • February 26th, 2024 • Versus Capital Infrastructure Income Fund
FUND ADMINISTRATION AND ACCOUNTING AGREEMENTFund Administration and Accounting Agreement • February 26th, 2024 • Versus Capital Infrastructure Income Fund • New York
THIS AGREEMENT is made as of February 21, 2024, by and between each investment company referenced on Exhibit A hereto (each a “Fund”, collectively the “Funds”), and The Bank of New York Mellon, a New York banking organization (“BNY Mellon”).
LAZARD ASSET MANAGEMENT LLC INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • November 9th, 2023 • Versus Capital Infrastructure Income Fund • New York
THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is entered into as of November 1, 2023 by and between Lazard Asset Management LLC (the “Sub-Adviser”), and Versus Capital Advisors LLC (the “Adviser”), on behalf of Versus Capital Infrastructure Income Fund (the “Fund”).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • November 9th, 2023 • Versus Capital Infrastructure Income Fund • Massachusetts
This INVESTMENT MANAGEMENT AGREEMENT, dated as of November 1, 2023 (the “Agreement”), is made and entered into by and between Versus Capital Infrastructure Income Fund, a Massachusetts business trust (the “Fund”), and Versus Capital Advisors LLC, a Delaware limited liability company (the “Adviser”).
CUSTODY AGREEMENTCustody Agreement • March 11th, 2024 • Versus Capital Infrastructure Income Fund
This custody agreement (this “Agreement”), effective as of 2-28-24 , is made between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (the “Custodian”) and each investment company listed on Schedule A hereto (each such investment company and each investment company made subject to this Agreement in accordance with Section 15 below shall be referred to herein as each, a “Fund” and, together with the Custodian, the “Parties”).
VERSUS CAPITAL INFRASTRUCTURE INCOME FUND AMENDED AND RESTATED BYLAWSVersus Capital Infrastructure Income Fund • May 19th, 2023
RULE 17f-5 DELEGATION AGREEMENTDelegation Agreement • March 11th, 2024 • Versus Capital Infrastructure Income Fund • Delaware
By its execution of this Delegation Agreement by and between UMB Bank, n.a. (the Custodian), a national banking association, with its principal office in Kansas City, Missouri, and each of the registered investment companies (on behalf of any series thereof, if applicable) listed on the Appendix to this Agreement, together with such additional companies as shall be made parties to this Agreement by the execution of a revised Appendix to this Agreement (such companies, and any series thereof, are referred to individually as a Fund and, collectively, as the Funds), the Funds hereby direct the Custodian to appoint Brown Brothers Harriman & Co., a limited partnership formed under the laws of the State of New York, as the Approved Foreign Custody Manager (the Delegate) as defined in, and under the terms of, the Custody Agreement between the Funds and the Custodian (the Custody Agreement), to perform certain functions with respect to the custody of the Funds’ Assets (as defined in Section 13
VERSUS CAPITAL INFRASTRUCTURE INCOME FUND SECOND AMENDED AND RESTATED BYLAWSVersus Capital Infrastructure Income Fund • November 9th, 2023
LAZARD ASSET MANAGEMENT LLCInvestment Sub-Advisory Agreement • June 14th, 2024 • Versus Capital Infrastructure Income Fund • New York
THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is entered into as of November 1, 2023 by and between Lazard Asset Management LLC (the “Sub-Adviser”), and Versus Capital Advisors LLC (the “Adviser”), on behalf of Versus Capital Infrastructure Income Fund (the “Fund”).
Brookfield Public Securities Group LLC INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • November 9th, 2023 • Versus Capital Infrastructure Income Fund • New York
THIS INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is entered into as of November 1, 2023 by and between Brookfield Public Securities Group LLC (the “Sub-Adviser”), and Versus Capital Advisors LLC (the “Adviser”), on behalf of Versus Capital Infrastructure Income Fund (the “Fund”).
FIRST AMENDMENT TO DISTRIBUTION AGREEMENTDistribution Agreement • November 9th, 2023 • Versus Capital Infrastructure Income Fund
This first amendment (“Amendment”) to the Distribution Agreement (the “Agreement”) dated as of September 30, 2021, by and between Versus Funds listed on Schedule A and Foreside Funds Distributors LLC (together, the “Parties”) is effective as of November 2, 2023.
VERSUS CAPITAL INFRASTRUCTURE INCOME FUND Subscription AgreementSubscription Agreement • November 9th, 2023 • Versus Capital Infrastructure Income Fund
This Agreement made as of November 1, 2023 by and between Versus Capital Infrastructure Income Fund, a Massachusetts business trust (the “Fund”), and Versus Capital Advisors LLC (the “Subscriber”);
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • June 14th, 2024 • Versus Capital Infrastructure Income Fund • Massachusetts
This INVESTMENT MANAGEMENT AGREEMENT, dated as of November 1, 2023 (the “Agreement”), is made and entered into by and between Versus Capital Infrastructure Income Fund, a Massachusetts business trust (the “Fund”), and Versus Capital Advisors LLC, a Delaware limited liability company (the “Adviser”).
