BIP Ventures Evergreen BDC Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 25th, 2023 • BIP Ventures Evergreen BDC • Delaware

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the __ day of ____, 20__, by and between BIP Ventures Evergreen BDC, a Delaware statutory trust (the “Company”) and a business development company under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and ____________ (“Indemnitee”).

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AMENDED AND RESTATED CUSTODY AGREEMENT
Custody Agreement • August 25th, 2023 • BIP Ventures Evergreen BDC • Minnesota

THIS AMENDED AND RESTATED CUSTODY AGREEMENT (the “Agreement”) is made and entered into as of August 23, 2023, by and between BIP VENTURES EVERGREEN BDC, a Delaware statutory trust (the “Fund”) (f.k.a. BIP Evergreen Venture Fund), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).

BIP VENTURES EVERGREEN BDC AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of July 11, 2023
Agreement and Declaration of Trust • August 25th, 2023 • BIP Ventures Evergreen BDC

AGREEMENT AND DECLARATION OF TRUST made as of July 11, 2023, by the Board of Trustees hereunder and Delaware Trust Company, as Delaware trustee.

AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 9th, 2024 • BIP Ventures Evergreen BDC • Delaware

This Amended and Restated Investment Advisory Agreement (this “Agreement”), dated and effective as of August 7, 2024, is made by and between BIP Ventures Evergreen BDC, a Delaware statutory trust (herein referred to as the “Fund”) and BIP Capital, LLC, a Delaware limited liability company (herein referred to as the “Adviser”).

TRANSFER AGENT SERVICES AGREEMENT
Transfer Agent Services Agreement • August 10th, 2023 • BIP Evergreen Venture Fund • Ohio

This Transfer Agent Services Agreement (the “Agreement”) dated the 23rd day of June, 2023, is between BIP Evergreen Venture Fund (the “BDC”), a Delaware statutory trust, and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio.

EXPENSE SUPPORT AND CONDITIONAL REIMBURSEMENT AGREEMENT
Expense Support and Conditional Reimbursement Agreement • November 13th, 2023 • BIP Ventures Evergreen BDC

This Expense Support and Conditional Reimbursement Agreement (the “Agreement”) is made this 31st day of July, 2023, by and between BIP Ventures Evergreen BDC, a Delaware statutory trust (the “Fund”), and BIP Capital LLC, a Delaware limited liability company (the “Adviser”).

TRANSFER AGENT SERVICES AGREEMENT
Transfer Agent Services Agreement • August 25th, 2023 • BIP Ventures Evergreen BDC • Ohio

This Transfer Agent Services Agreement (the “Agreement”) dated the 21st day of August, 2023, is between BIP Ventures Evergreen BDC (the “BDC”), a Delaware statutory trust, and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio and hereby amends and restates the Transfer Agent Services Agreement dated June 23, 2023 by and between the BDC (fka BIP Evergreen Venture Fund) and Ultimus and any addendums, fee letters and exhibits thereto (the “Original Agreement”).

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