AB CarVal Credit Opportunities Fund Sample Contracts

ADMINISTRATIVE REIMBURSEMENT AGREEMENT
Administrative Reimbursement Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund • New York

Agreement made as of [ ], 2024, between AB CARVAL CREDIT OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”), and AB CARVAL INVESTORS, L.P., a Delaware limited partnership (the “Administrator”).

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TRANSFER AGENCY AGREEMENT BETWEEN AB CARVAL CREDIT OPPORTUNITIES FUND AND ALLIANCEBERNSTEIN INVESTOR SERVICES, INC.
Transfer Agency Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund • New York

This Agreement, dated [ ], 2024, is between AB CarVal Credit Opportunities Fund, a statutory trust fund formed under the laws of Delaware, whose principal place of business is 1601 Utica Avenue, Suite 1000, Minneapolis, Minnesota 55416 (the “Fund”) and AllianceBernstein Investor Services, Inc. with a place of business at 8000 IH 10 W, 4th Floor, San Antonio, Texas 78230 (“ABIS”).

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CUSTODY AGREEMENT
Custody Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund • Illinois

AGREEMENT dated as of , 2024 between AB CARVAL CREDIT OPPORTUNITIES FUND, a statutory trust organized under the laws of the State of Delaware (the “Fund”), having its principal office and place of business at 1601 Utica Avenue South, Suite 1000, Minneapolis, Minnesota, 55416, and THE NORTHERN TRUST COMPANY (the “Custodian”), an Illinois company with its principal place of business at 50 South LaSalle Street, Chicago, Illinois 60603.

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AB CARVAL CREDIT OPPORTUNITIES FUND EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund • Delaware

THIS EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of the [ ] day of [ ] 2024, by and between AB CARVAL CREDIT OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and the investment adviser of such Fund, AB CARVAL INVESTORS, L.P. (the “Adviser”).

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ADVISORY AGREEMENT AB CARVAL CREDIT OPPORTUNITIES FUND Minneapolis, MN 55416
Advisory Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund
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ALLIANCEBERNSTEIN INVESTMENTS, INC. 1345 AVENUE OF THE AMERICAS NEW YORK, NY 10105 (800) 221-5672
AB CarVal Credit Opportunities Fund • February 23rd, 2024

As the principal underwriter of shares of beneficial interest of AB CarVal Credit Opportunities Fund (the “Fund”), we invite you to participate as principal (except as provided herein) in the distribution of shares of the Fund, all upon the terms and conditions set forth below. All other agreements in place between us, AB CarVal Investors, L.P. and its affiliates as well as other funds for which AB CarVal Investors, L.P. or its affiliates acts as manager, and you and your affiliates, remain unchanged and in full force and effect.

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SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund • Massachusetts

This Sub-Administration Agreement (“Agreement”) dated and effective as of [ ], 2024, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), and AB CarVal Investors, L.P., a Delaware Limited Partnership (the “Administrator”).

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Subscription Agreement for U.S. Investors Advisor Shares [Class A Shares] [Class C Shares] [Class U Shares]
AB CarVal Credit Opportunities Fund • February 23rd, 2024

This Subscription Agreement applies to the offering of shares (the “Shares”) of AB CarVal Credit Opportunities Fund (the “Fund”). Only “Accredited Investors” within the meaning of Regulation D under the U.S. Securities Act of 1933, as amended (the “Securities Act”) may purchase Shares.

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AB CARVAL CREDIT OPPORTUNITIES FUND EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 31st, 2024 • AB CarVal Credit Opportunities Fund • Delaware

THIS EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of the 22nd day of February 2024, by and between AB CARVAL CREDIT OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and the investment adviser of such Fund, AB CARVAL INVESTORS, L.P. (the “Adviser”).

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DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • February 23rd, 2024 • AB CarVal Credit Opportunities Fund
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