PIMCO ACCESS INCOME FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST December 9, 2021Agreement and Declaration of Trust • December 23rd, 2021 • PIMCO Access Income Fund • Massachusetts
AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made this 9th day of December, 2021, by the Trustees hereunder, and by the holders of shares of beneficial interest to be issued hereunder as hereinafter provided, amending and restating the Agreement and Declaration of Trust made at Boston, Massachusetts the 1st day of October 2021, 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.
AMENDED AND RESTATED BYLAWS of PIMCO ACCESS INCOME FUND (Dated as of December 9, 2021)PIMCO Access Income Fund • December 23rd, 2021
BOFA SECURITIES, INC. MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)PIMCO Access Income Fund • January 26th, 2022 • 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
AMENDED & RESTATED SUPPORT SERVICES AGREEMENTSupport Services Agreement • December 23rd, 2021 • PIMCO Access Income Fund • New York
This AMENDED AND RESTATED AGREEMENT is made on this 9th day of December, 2021, by and between PIMCO Investments LLC, a Delaware limited liability company (“PI”), and each of the investment companies listed on Appendix A hereto (each a “Fund” and, collectively, the “Funds”), in each case acting and agreeing with PI severally and neither jointly nor jointly and severally with any other Fund.
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • December 23rd, 2021 • PIMCO Access Income Fund • Massachusetts
INVESTMENT MANAGEMENT AGREEMENT, entered into on December 9, 2021, between PIMCO Access Income Fund (the “Fund”), a closed-end management investment company organized as a Massachusetts business trust, and Pacific Investment Management Company LLC (“PIMCO”), effective as of December 9, 2021, 2021 (the “Effective Date”).
BOFA SECURITIES, INC. MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Dealers Agreement • January 26th, 2022 • PIMCO Access Income Fund • 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).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • December 14th, 2021 • PIMCO Access Income Fund • Massachusetts
INVESTMENT MANAGEMENT AGREEMENT, made this 13th day of December, 2021, between each entity listed on Appendix A attached hereto (each a “Fund” and, together, the “Funds”), and Pacific Investment Management Company LLC (“PIMCO”), a Delaware limited liability company, effective as of December 13, 2021. Capitalized terms not otherwise defined herein have the meanings specified in the governing documents of each Fund (as amended, restated or otherwise modified from time to time, the “Governing Document”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
This agreement is between Pacific Investment Management Company LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to PIMCO Access Income Fund (the “Fund”).
November 30, 2021 State Street Bank and Trust CompanyPIMCO Access Income Fund • December 23rd, 2021
FEE AGREEMENTFee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2022 (the “Underwriting Agreement”), by and among PIMCO Access Income Fund (the “Fund”), Pacific Investment Management Company 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 shares of beneficial interest, $0.00001 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.
FEE AGREEMENTFee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2022 (the “Underwriting Agreement”), by and among PIMCO Access Income Fund (the “Fund”), Pacific Investment Management Company 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 common shares of beneficial interest, $0.00001 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.
TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • December 23rd, 2021 • PIMCO Access Income Fund • New York
This Transfer Agency and Registrar Services Agreement (this “Agreement”), dated as of April 19, 2016 is between Pacific Investment Management Company LLC, a Delaware limited liability company (“PIMCO”), on behalf of each of the funds listed on Exhibit A (each a “Company” and collectively the “Companies”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST”).
AMENDMENT TO TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • December 23rd, 2021 • PIMCO Access Income Fund • New York
AGREEMENT (this “Amendment”), dated as of December 9, 2021 (the “Effective Date”), by and between PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, a Delaware limited liability company (“PIMCO”), on behalf of each of the funds listed on Exhibit A hereto and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company (“AST”; together with PIMCO, the “Parties” and each, a “Party”).
CUSTODY AND INVESTMENT ACCOUNTING AGREEMENTInvestment Accounting Agreement • December 23rd, 2021 • PIMCO Access Income Fund • Massachusetts
THIS AGREEMENT is made effective the 1st day of January, 2000 by and between STATE STREET BANK AND TRUST COMPANY, a trust company chartered under the laws of the Commonwealth of Massachusetts, having its principal office and place of business at 225 Franklin Street, Boston, Massachusetts 02110 (“State Street”), EACH REGISTERED INVESTMENT COMPANY LISTED ON SCHEDULE A hereto, as it may be amended from time to time, incorporated herein by this reference, each having its principal office and place of business at 840 Newport Center Drive, Newport Beach, CA 92660 (each sometimes referred to as a “Fund” and, collectively, the “Funds”), and PACIFIC INVESTMENT MANAGEMENT COMPANY, a Delaware partnership having its principal office and place of business at 840 Newport Center Drive, Newport Beach, CA 92660 (“PIMCO”), acting as administrator for each Fund.
FEE AGREEMENTFee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
Reference is made to the Underwriting Agreement, dated [ ], 2022, by and among PIMCO Access Income Fund (the “Fund”), Pacific Investment Management Company LLC and each of the respective underwriters named therein (the “Underwriting Agreement”) relating to the Offering (as defined below). This Fee Agreement (the “Agreement”) is between Pacific Investment Management Company 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.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
This agreement (the “Agreement”) is between Pacific Investment Management Company LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the PIMCO Access Income Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement, dated [ ], 2022, by and among the Fund, the Company and each of the underwriters named in Schedule A thereto.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2022 (the “Underwriting Agreement”), by and among PIMCO Access Income Fund (the “Fund”), Pacific Investment Management Company LLC (the “Adviser”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.00001 (the “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.
PIMCO ACCESS INCOME FUND Subscription AgreementSubscription Agreement • December 23rd, 2021 • PIMCO Access Income Fund • Massachusetts
This Subscription Agreement made as of November 29th, 2021 by and between PIMCO Access Income Fund, a Massachusetts business trust (the “Fund”), and Allianz Fund Investments, Inc. (the “Subscriber”);
STRUCTURING AND SYNDICATION FEE AGREEMENTStructuring and Syndication Fee Agreement • January 26th, 2022 • PIMCO Access Income Fund • New York
STRUCTURING AND SYNDICATION FEE AGREEMENT (the “Agreement”), dated as of [ ], 2022 by and between BofA Securities, Inc. (collectively with its affiliates, “BofA Securities”) and Pacific Investment Management Company LLC (the “Investment Manager”).
ORGANIZATIONAL AND OFFERING EXPENSES AGREEMENTOrganizational and Offering Expenses Agreement • December 23rd, 2021 • PIMCO Access Income Fund • Massachusetts
AGREEMENT made this 9th day of December, 2021, by and between PIMCO Access Income Fund, a Massachusetts business trust (the “Fund”), and Pacific Investment Management Company LLC, a Delaware limited liability company (the “Adviser”), and is acknowledged and agreed to by PIMCO Investments LLC (“PI”).
PIMCO ACCESS INCOME FUND [•] Shares COMMON SHARES OF BENEFICIAL INTEREST (Par Value $0.00001 per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • December 23rd, 2021 • PIMCO Access Income Fund • New York
BYLAWS of PIMCO ACCESS INCOME FUND (Dated as of October 1, 2021)Access Income Fund • October 8th, 2021 • PIMCO Access Income Fund
January , 2022PIMCO Access Income Fund • January 26th, 2022
With respect to the support to be provided by Charles Schwab & Co., Inc. (“Schwab”) to trustees of PIMCO Access Income Fund (the “Fund”) and officers and employees (which includes, for purposes of this agreement, immediate family members of employees for whom the employee must preclear trades pursuant to PIMCO’s internal policies) of the Fund and/or Pacific Investment Management Company LLC, a Delaware limited liability company (“PIMCO”), who have, at the time of indication of interest in participation of the Offering (as defined below), a Schwab account with assets at least equal to the value of Common Shares (as defined below) to be allocated to such individual pursuant to this agreement (“PIMCO Eligible Participants”)1 regarding the initial public offering (the “Offering”) of the Fund, the undersigned hereby agrees to the terms and conditions set forth below.
