AFA Private Credit Fund Sample Contracts

CUSTODY AGREEMENT Dated April 21, 2021 Between UMB BANK, N.A. and AFA MULTI- MANAGER CREDIT FUND CUSTODY AGREEMENT
Custody Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund

This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter “Custodian”) and AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”).

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ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT
Administration, Fund Accounting and Recordkeeping Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Wisconsin

THIS ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT (the “Agreement”) is made as of this 21st day of April, 2021, by and between AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

PLATFORM MANAGEMENT AGREEMENT
Platform Management Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Delaware

THIS AGREEMENT (the “Agreement”) is made as of the 21st day of April, 2021, by and between AFA Multi-Manager Credit Fund (the “Fund”), a Delaware statutory trust, and UMB Fund Services Inc., a Wisconsin corporation (“UMBFS”).

DISTRIBUTION AGREEMENT
Distribution Agreement • August 31st, 2022 • AFA Multi-Manager Credit Fund • Delaware

THIS AGREEMENT is made and entered into as of this 11th day of March, 2021, by and among each of the Funds listed on Exhibit A attached hereto (each a Fund, and together, the “Funds”) and Foreside Fund Services, LLC, a Delaware limited liability company (the “Distributor”).

AFA MULTI-MANAGER CREDIT FUND AGREEMENT AND DECLARATION OF TRUST Dated: January 26, 2021
Trust Agreement • February 4th, 2021 • AFA Multi-Manager Credit Fund
INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • August 28th, 2023 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT made this 30th day of June, 2023, by and among AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”), Alternative Fund Advisors, LLC a Delaware LLC (the “Investment Manager”), and F.L. Putnam Investment Management Company, Inc., a Maine corporation (the “Sub-Adviser”).

INVESTMENT MANAGEMENT AGREEMENT AFA Multi-Manager Credit Fund
Investment Management Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT made this 22nd day of April, 2021, by and between AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”), and Alternative Fund Advisors, LLC, a Delaware limited liability company (the “Advisor”).

JOINT INSURED BOND AGREEMENT
Joint Insured Bond Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated as of this 3rd day of March, 2021, 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, Aspiriant Risk-Managed Capital Appreciation Fund and AFA Multi-Manager Credit Fund (each a “Fund” and together, the “Funds”).

JOINT INSURED BOND AGREEMENT
Joint Insured Bond Agreement • August 31st, 2022 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated as of this 21st day of June, 2022, by and between Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Variant Impact Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Asset Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Multi-Manager Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (Tax Exempt) LLC and Pender Real Estate Credit Fund (each a “Fund” and together, the “Funds”).

JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated the 3rd day of March, 2021 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, Aspiriant Risk-Managed Capital Appreciation Fund and AFA Multi-Manager Credit Fund (collectively, the “Funds” and individually, a “Fund”).

JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • August 31st, 2022 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated the 21st day of June, 2022 between the Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Infinity Long/Short Equity Fund, LLC, Variant Alternative Income Fund, Variant Impact Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Asset Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Multi-Manager Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (Tax Exempt) LLC and Pender Real Estate Credit Fund (collectively, the “Funds” and individually, a “Fund”).

AMENDED AND RESTATED EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • August 28th, 2023 • AFA Multi-Manager Credit Fund

This AMENDED AGREEMENT made as of the 1st day of May, 2023 by and among AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”) and Alternative Fund Advisors, LLC, a Delaware limited liability company (the “Investment Manager”) amends and restates the Expense and Reimbursement Agreement dated July 1, 2022 by among the Fund and Investment Manager (the “Agreement”).

INVESTMENT SUB-ADVISORY AGREEMENT AMENDMENT 1
Investment Sub-Advisory Agreement • August 31st, 2022 • AFA Multi-Manager Credit Fund

This amendment (“Amendment”) to the Investment Sub-Advisory Agreement dated April 22, 2021 (“Agreement”) is entered into as of August ____, 2022 by and among Aon Investments USA Inc., AFA Multi-Manager Credit Fund and Alternative Fund Advisors, LLC. All capitalized terms used in this Amendment and not defined herein shall have the meanings set forth in the Agreement.

JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • August 28th, 2024 • AFA Private Credit Fund • Delaware

AGREEMENT dated the 5th day of June, 2024 between the Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Variant Alternative Income Fund, Variant Impact Fund, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Assets Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Private Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (TEI) LLC, Pender Real Estate Credit Fund, Felicitas Private Markets Fund, First Trust Hedged Strategies Fund, FT Vest Hedged Equity Income Fund: Series A2, FT Vest Hedged Equity Income Fund: Series A3, FT Vest Hedged Equity Income Fund: Series A4, FT Vest Total Return Income Fund: Series A2, First Trust Enhanced Private Credit Fund and Variant Alternative Lending Fund (collectively, the “Funds” and individually, a “Fund”).

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • August 31st, 2022 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT made as of the 1st day of July, 2022 by and among AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”) and Alternative Fund Advisors, LLC, a Delaware limited liability company (the “Investment Manager”).

FORM OF AMENDED AND RESTATED EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • August 28th, 2024 • AFA Private Credit Fund

This AMENDED AGREEMENT made as of the 31st day of August, 2024 by and among AFA Private Credit Fund, a Delaware statutory trust (the “Fund”) and Alternative Fund Advisors, LLC, a Delaware limited liability company (the “Investment Manager”) amends and restates the Expense Limitation and Reimbursement Agreement dated May 1, 2023 by among the Fund and Investment Manager (the “Agreement”).

JOINT INSURED BOND AGREEMENT
Joint Insured Bond Agreement • August 28th, 2023 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated as of this 6th day of June, 2023, by and between Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Variant Alternative Income Fund, Variant Impact Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Assets Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Multi-Manager Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (TEI) LLC, Pender Real Estate Credit Fund, Felicitas Private Markets Fund and First Trust Hedged Strategies Fund (each a “Fund” and together, the “Funds”).

INVESTMENT SUB-ADVISORY AGREEMENT SECOND AMENDMENT
Investment Sub-Advisory Agreement • August 28th, 2023 • AFA Multi-Manager Credit Fund

This amendment (“Second Amendment”) to the Investment Sub-Advisory Agreement dated April 22, 2021 (“Agreement”), as amended on August 17, 2022 (“First Amendment”), is entered into as of March 8, 2023 by and among Aon Investments USA Inc., AFA Multi-Manager Credit Fund and Alternative Fund Advisors, LLC. All capitalized terms used in this Second Amendment and not defined herein shall have the meanings set forth in the Agreement.

JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • August 28th, 2023 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT dated the 6th day of June, 2023 between the Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Variant Alternative Income Fund, Variant Impact Fund, Corbin Multi-Strategy Fund, LLC, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Assets Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Multi-Manager Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (TEI) LLC, Pender Real Estate Credit Fund, Felicitas Private Markets Fund and First Trust Hedged Strategies Fund (collectively, the “Funds” and individually, a “Fund”).

JOINT INSURED BOND AGREEMENT
Joint Insured Bond Agreement • August 28th, 2024 • AFA Private Credit Fund • Delaware

AGREEMENT dated as of this 5th day of June, 2024, by and between Infinity Core Alternative Fund, First Trust Alternative Opportunities Fund, Variant Alternative Income Fund, Variant Impact Fund, Agility Multi-Asset Income Fund, Keystone Private Income Fund, Aspiriant Risk-Managed Real Assets Fund, Aspiriant Risk-Managed Capital Appreciation Fund, AFA Private Credit Fund, The Optima Dynamic Alternatives Fund, First Trust Real Assets Fund, First Trust Private Credit Fund, First Trust Private Assets Fund, Destiny Alternative Fund LLC, Destiny Alternative Fund (TEI) LLC, Pender Real Estate Credit Fund, Felicitas Private Markets Fund, First Trust Hedged Strategies Fund, FT Vest Hedged Equity Income Fund: Series A2, FT Vest Hedged Equity Income Fund: Series A3, FT Vest Hedged Equity Income Fund: Series A4, FT Vest Total Return Income Fund: Series A2, First Trust Enhanced Private Credit Fund and Variant Alternative Lending Fund (each a “Fund” and together, the “Funds”).

INVESTMENT SUB-ADVISORY AGREEMENT SECOND AMENDMENT
Investment Sub-Advisory Agreement • June 30th, 2023 • AFA Multi-Manager Credit Fund

This amendment (“Second Amendment”) to the Investment Sub-Advisory Agreement dated April 22, 2021 (“Agreement”), as amended on August 17, 2022 (“First Amendment”), is entered into as of March 8, 2023 by and among Aon Investments USA Inc., AFA Multi-Manager Credit Fund and Alternative Fund Advisors, LLC. All capitalized terms used in this Second Amendment and not defined herein shall have the meanings set forth in the Agreement.

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • May 10th, 2021 • AFA Multi-Manager Credit Fund • Delaware

AGREEMENT made as of the 22nd day of April, 2021 by and among AFA Multi-Manager Credit Fund, a Delaware statutory trust (the “Fund”) and Alternative Fund Advisors, LLC, a Delaware limited liability company (“the Investment Manager”).

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FORM OF INVESTMENT SUB-ADVISORY AGREEMENT THIRD AMENDMENT
Investment Sub-Advisory Agreement • August 28th, 2024 • AFA Private Credit Fund

This amendment (“Third Amendment”) to the Investment Sub-Advisory Agreement dated April 22, 2021 (“Agreement”), as amended on August 17, 2022 (“First Amendment”) and March 8, 2023 (“Second Amendment”), is entered into as of ________ 2023, by and among Aon Investments USA Inc., AFA Private Credit Fund (formerly named AFA Multi-Manager Fund) and Alternative Fund Advisors, LLC. All capitalized terms used in this Third Amendment and not defined herein shall have the meanings set forth in the Agreement.

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