BOFA SECURITIES, INC. MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGSMaster Agreement Among Underwriters • April 27th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of November 19, 2020, is by and between BofA Securities, Inc. (“BofA” 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 with respect t
UNDERWRITING AGREEMENTUnderwriting Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Neuberger Berman Next Generation Connectivity Fund Inc., a Maryland corporation (the “Fund”), and the Fund’s investment adviser, Neuberger Berman Investment Advisers LLC, a Delaware limited liability company (the “Adviser”), each confirms its agreement with BofA Securities, Inc. (“BofA Securities”), [ ] and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA Securities and [ ] are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Fund and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of common stock, par value $0.0001 per share, of the Fund (“Common Stock”) set forth in Schedule A hereto, and (ii) with respect to the grant by the Fund to the Underwriters, acting severally and not jointly, of the option described in Se
Custodian AgreementCustodian Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • Massachusetts
This Agreement between Neuberger Berman Next Generation Connectivity Fund Inc., a corporation organized and existing under the laws of Maryland and registered with the Securities and Exchange Commission as a non-diversified, closed-end management investment company (the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”),
BOFA SECURITIES, INC. MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • April 27th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of November 25, 2019, is by and between BofA Securities, Inc. (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).
ADMINISTRATION AGREEMENT NEUBERGER BERMAN NEXT GENERATION CONNECTIVITY FUND INC.Administration Agreement • April 27th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This Agreement is made as of [ ], 2021, between Neuberger Berman Next Generation Connectivity Fund Inc., a Maryland corporation (“Fund”), and Neuberger Berman Investment Advisers LLC, a Delaware limited liability company (“Administrator”).
FEE AGREEMENTFee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Reference is made to the Underwriting Agreement dated May [25], 2021 (the “Underwriting Agreement”), by and among Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”), Neuberger Berman Investment Advisers LLC (the “Company”) and each of the underwriters named in Schedule A thereto, with respect to the issue and sale of the Fund’s Common Stock (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
MANAGEMENT AGREEMENT NEUBERGER BERMAN NEXT GENERATION CONNECTIVITY FUND INC.Management Agreement • April 27th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This Agreement is made as of [ ], 2021, between Neuberger Berman Next Generation Connectivity Fund Inc., a Maryland corporation (“Fund”), and Neuberger Berman Investment Advisers LLC, a Delaware limited liability company (“Manager”).
FEE AGREEMENTFee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [May 25], 2021 (the “Underwriting Agreement”), by and among Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”), Neuberger Berman Investment Advisers LLC (the “Company”) and each of the Underwriters named in Schedule A thereto, with respect to the issue and sale of the Fund’s shares of common stock, $0.0001 par value per share (the “Common Stock”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
FEE AGREEMENTFee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [May 25], 2021 (the "Underwriting Agreement"), by and among Neuberger Berman Next Generation Connectivity Fund Inc. (the "Fund"), Neuberger Berman Investment Advisers LLC (the "Adviser"), Stifel, Nicolaus & Company, Incorporated ("Stifel") and the several other Underwriters named therein, severally, with respect to the issue and sale of the Fund's shares of common stock, $0.0001 par value per share (the "Common Stock"), as described therein (the "Offering"). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING AND SYNDICATION FEE AGREEMENTStructuring and Syndication Fee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
STRUCTURING AND SYNDICATION FEE AGREEMENT (the “Agreement”), dated as of [May 28], 2021 by and between BofA Securities, Inc. (collectively with its affiliates, “BofA Securities”) and Neuberger Berman Investment Advisers LLC (the “Adviser”).
TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • April 27th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
THIS TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENT (this “Agreement”), datedas of June 13, 2017 is between the investment companies listed in Exhibit A (as amended from time to time), each, a Maryland corporation (each, a “Company” and collective, the “Companies”) and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (“AST” or the “Agent”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [May 25], 2021 (the “Underwriting Agreement”), by and among Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”), Neuberger Berman Investment Advisers LLC (the “Advisor”) and each of the Underwriters named in Schedule A therein (the “Underwriters”), with respect to the issue and sale of the Fund’s shares of common stock (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This agreement is between Neuberger Berman Investment Advisers LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”).
FEE AGREEMENTFee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [May 25], 2021 (the “Underwriting Agreement”), by and among Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”), Neuberger Berman Investment Advisers LLC (the “Adviser”) and each of the Underwriters named in Schedule A thereto (the “Underwriters”), with respect to the issue and sale of the Fund’s Common Stock (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
AMENDMENT TO TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
THIS AMENDMENT TO TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENT (this “Amendment”), dated as of May [ ] 2021 (the “Effective Date”), by and between Neuberger Berman Next Generation Connectivity Fund Inc., a Maryland corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (“AST”; together with the Company, the “Parties” and each, a “Party”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 25th, 2021 • Neuberger Berman Next Generation Connectivity Fund Inc. • New York
This agreement (the “Agreement”) is between Neuberger Berman Investment Advisers LLC (the “Company”) and UBS Securities LLC (“UBS”) with respect to the Neuberger Berman Next Generation Connectivity Fund Inc. (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement (as defined below).
