BlackRock Utility and Infrastructure Trust
File No. 811-22606
Sub-Item No. 77Q1(e)
(Investment Advisory Contracts) -- Attachment
Attached please find an exhibit to Sub-Item 77Q1(e) of Form N-
SAR, a copy of the Closed-End Fund Master Advisory Fee Waiver
Agreement between BlackRock Utility and Infrastructure Trust and
BlackRock Advisors, LLC.
Exhibit 77Q1(e)
Closed-End Fund Master Advisory Fee Waiver Agreement
This MASTER ADVISORY FEE WAIVER AGREEMENT (this "Agreement")
is made as of the 2nd day of December, 2016, by and among
BlackRock Advisors, LLC (the "Adviser") an "Adviser") and each
investment company listed on Schedule A attached hereto (each, a
"Fund").
WHEREAS, each Fund is registered under the Investment Company
Act of 1940, as amended (the "1940 Act"), as a closed-end
management company, and is organized as a statutory trust under
the laws of the State of Delaware, a limited liability company
under the laws of the State of Delaware, a business trust under
the laws of the Commonwealth of Massachusetts or a corporation
under the laws of the State of Maryland;
WHEREAS, the Adviser and each Fund are parties to investment
advisory agreements (the "Advisory Agreements"), pursuant to
which the Adviser provides investment advisory services to each
Fund in consideration of compensation as set forth in each
Advisory Agreement (the "Advisory Fee"); and
WHEREAS, the Adviser has determined that it is appropriate
and in the best interests of each Fund and its interestholders
to waive part of each Fund's Advisory Fee as set forth in
Schedule B attached hereto (the "Fee Waiver"). Each Fund and the
Adviser, therefore, have entered into this Agreement in order to
effect the Fee Waiver for each Fund at the level specified in
Schedule B attached hereto on the terms and conditions set forth
in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants set
forth herein and other good and valuable consideration, the
receipt of which is hereby acknowledged, the parties hereto
agree as follows:
1. Contractual Fee Waiver. During the Term (as defined in
Section 3 below), the Adviser shall waive a portion of its
Advisory Fee with respect to each Fund as set forth in Schedule
B attached hereto.
2. Voluntary Fee Waiver/Expense Reimbursement. Nothing herein
shall preclude an Adviser from contractually waiving other fees
and/or reimbursing expenses of any Fund, voluntarily waiving
Advisory Fees it is entitled to from any Fund or voluntarily
reimbursing expenses of any Fund as the Adviser, in its
discretion, deems reasonable or appropriate. Any such voluntary
waiver or voluntary expense reimbursement may be modified or
terminated by the Adviser at any time in its sole and absolute
discretion without the approval of the Fund's Board of Trustees
or Board of Directors, as the case may be.
3. Term; Termination.
3.1 Term. The term ("Term") of the Fee Waiver with respect to
a Fund shall begin on December 2, 2016 (or such other date as
agreed to in writing between the Adviser and the Fund) and end
with respect to a Fund after the close of business on the date
set forth on Schedule A (or such other date as agreed to in
writing between the Adviser and the Fund) unless the Fee Waiver
is earlier terminated in accordance with Section 3.2. The Term
of the Fee Waiver with respect to a Fund may be continued from
year to year thereafter provided that each such continuance is
specifically approved by the Adviser and the Fund (including
with respect to the Fund, a majority of the Fund's Trustees or
Directors, as the case may be, who are not "interested persons,"
as defined in the 1940 Act, of the Advisers (the "Non-Interested
Directors")). Neither the Adviser nor a Fund shall be obligated
to extend the Fee Waiver with respect to the Fund.
3.2 Termination. This Agreement may be terminated prior to
expiration by any Fund with respect to such Fund without payment
of any penalty, upon 90 days' prior written notice to the
Adviser at its principal place of business (or at an earlier
date as may be agreed to by both parties); provided that, such
action shall be authorized by resolution of a majority of the
Non-Interested Directors of such Fund or by a vote of a majority
of the outstanding voting securities of such Fund.
4. Miscellaneous.
4.1 Captions. The captions in this Agreement are included for
convenience of reference only and in no other way define or
delineate any of the provisions hereof or otherwise affect their
construction or effect.
4.2 Interpretation. Nothing herein contained shall be deemed
to require a Fund to take any action contrary to the Fund's
Declaration of Trust or Articles of Incorporation, as the case
may be, or Bylaws, or any applicable statutory or regulatory
requirement to which it is subject or by which it is bound, or
to relieve or deprive the Fund's Board of Trustees or Board of
Directors, as the case may be, of its responsibility for and
control of the conduct of the affairs of the Fund.
4.3 Limitation of Liability. The obligations and expenses
incurred, contracted for or otherwise existing with respect to a
Fund shall be enforced against the assets of such Fund and not
against the assets of any other Fund.
4.4 Definitions. Any question of interpretation of any term
or provision of this Agreement, including but not limited to the
computations of average daily net assets or of any Advisory Fee,
and the allocation of expenses, having a counterpart in or
otherwise derived from the terms and provisions of the relevant
Advisory Agreement between the Adviser and the Fund or the 1940
Act, shall have the same meaning as and be resolved by reference
to such Advisory Agreement or the 1940 Act, as applicable, and
to interpretations thereof, if any, by the United States Courts
or in the absence of any controlling decision of any such Court,
by rules, regulations or orders of the Securities and Exchange
Commission ("SEC") issued pursuant to the 1940 Act. In addition,
if the effect of a requirement of the 1940 Act reflected in any
provision of this Agreement is revised by rule, regulation or
order of the SEC, that provision will be deemed to incorporate
the effect of that rule, regulation or order. Otherwise the
provisions of this Agreement will be interpreted in accordance
with the substantive laws of the State of New York.
IN WITNESS WHEREOF, the parties have caused this Agreement to
be signed by their respective officers as of the day and year
first above written.
EACH OF THE FUNDS LISTED ON SCHEDULE A ATTACHED HERETO
By:
/s/ Xxxx X. Xxxxxxx
Name: Xxxx X. Xxxxxxx
Title: Chief Financial Officer
BLACKROCK ADVISORS, LLC
By:
/s/ Xxxx X. Xxxxxxx
Name: Xxxx X. Xxxxxxx
Title: Managing Director
[Signature page to Closed-End Fund Master Advisory Fee Waiver
Agreement]
SCHEDULE A
Closed-End Fund Master Advisory Fee Waiver Agreement
(Dated as of December 2, 2016)
INFORMATION DISPLAYED IN THE FOLLOWING ORDER:
NUMERIC COUNT
TICKER
FUND
EXPIRATION DATE
1
BBN
BlackRock Taxable Municipal Bond Trust
June 30, 2017
2
BJZ
BlackRock California Municipal 2018 Term Trust
June 30, 2017
3
BFZ
BlackRock California Municipal Income Trust
June 30, 2017
4
BHK
BlackRock Core Bond Trust
June 30, 2017
5
HYT
BlackRock Corporate High Yield Fund, Inc.
June 30, 2017
6
BTZ
BlackRock Credit Allocation Income Trust
June 30, 2017
7
DSU
BlackRock Debt Strategies Fund, Inc.
June 30, 2017
8
BHL
BlackRock Defined Opportunity Credit Trust
June 30, 2017
9
BGR
BlackRock Energy and Resources Trust
June 30, 2017
10
CII
BlackRock Enhanced Capital and Income Fund, Inc.
June 30, 2017
11
BDJ
BlackRock Enhanced Equity Dividend Trust
June 30, 2017
12
EGF
BlackRock Enhanced Government Fund, Inc.
June 30, 2017
13
FRA
BlackRock Floating Rate Income Strategies Fund, Inc.
December 31, 2017
14
BGT
BlackRock Floating Rate Income Trust
June 30, 2017
15
BFO
BlackRock Florida Municipal 2020 Term Trust
June 30, 2017
16
BOE
BlackRock Global Opportunities Equity Trust
June 30, 2017
17
BME
BlackRock Health Sciences Trust
June 30, 2017
18
BKT
BlackRock Income Trust, Inc.
June 30, 2017
19
BGY
BlackRock International Growth and Income Trust
June 30, 2017
20
BKN
BlackRock Investment Quality Municipal Trust, Inc.
June 30, 2017
21
BLW
BlackRock Limited Duration Income Trust
June 30, 2017
22
BTA
BlackRock Long-Term Municipal Advantage Trust
June 30, 2017
23
BZM
BlackRock Maryland Municipal Bond Trust
June 30, 2017
24
MHE
BlackRock Massachusetts Tax-Exempt Trust
June 30, 2017
25
BIT
BlackRock Multi-Sector Income Trust
June 30, 2017
26
MUI
BlackRock Muni Intermediate Duration Fund, Inc.
June 30, 2017
27
MNE
BlackRock Muni New York Intermediate Duration Fund, Inc.
June 30, 2017
28
MUA
BlackRock MuniAssets Fund, Inc.
June 30, 2017
29
BPK
BlackRock Municipal 2018 Term Trust
June 30, 2017
30
BKK
BlackRock Municipal 2020 Term Trust
June 30, 2017
31
BBK
BlackRock Municipal Bond Trust
June 30, 2017
32
BAF
BlackRock Municipal Income Investment Quality Trust
June 30, 2017
33
BBF
BlackRock Municipal Income Investment Trust
June 30, 2017
34
BYM
BlackRock Municipal Income Quality Trust
June 30, 2017
35
BFK
BlackRock Municipal Income Trust
June 30, 2017
36
BLE
BlackRock Municipal Income Trust II
June 30, 2017
37
BTT
BlackRock Municipal 2030 Target Term Trust
June 30, 2017
38
MEN
BlackRock MuniEnhanced Fund, Inc.
June 30, 2017
39
MUC
BlackRock MuniHoldings California Quality Fund, Inc.
June 30, 2017
40
MUH
BlackRock MuniHoldings Fund II, Inc.
June 30, 2017
41
MHD
BlackRock MuniHoldings Fund, Inc.
June 30, 2017
42
MFL
BlackRock MuniHoldings Investment Quality Fund
June 30, 2017
43
MUJ
BlackRock MuniHoldings New Jersey Quality Fund, Inc.
June 30, 2017
44
MHN
BlackRock MuniHoldings New York Quality Fund, Inc.
June 30, 2017
45
MUE
BlackRock MuniHoldings Quality Fund II, Inc.
June 30, 2017
46
MUS
BlackRock MuniHoldings Quality Fund, Inc.
June 30, 2017
47
MVT
BlackRock MuniVest Fund II, Inc.
June 30, 2017
48
MVF
BlackRock MuniVest Fund, Inc.
June 30, 2017
49
MZA
BlackRock MuniYield Arizona Fund, Inc.
June 30, 2017
50
MYC
BlackRock MuniYield California Fund, Inc.
June 30, 2017
51
MCA
BlackRock MuniYield California Quality Fund, Inc.
June 30, 2017
52
MYD
BlackRock MuniYield Fund, Inc.
June 30, 2017
53
MYF
BlackRock MuniYield Investment Fund
June 30, 2017
54
MFT
BlackRock MuniYield Investment Quality Fund
June 30, 2017
55
MIY
BlackRock MuniYield Michigan Quality Fund, Inc.
June 30, 2017
56
MYJ
BlackRock MuniYield New Jersey Fund, Inc.
June 30, 2017
57
MYN
BlackRock MuniYield New York Quality Fund, Inc.
June 30, 2017
58
MPA
BlackRock MuniYield Pennsylvania Quality Fund
June 30, 2017
59
MQT
BlackRock MuniYield Quality Fund II, Inc.
June 30, 2017
60
MYI
BlackRock MuniYield Quality Fund III, Inc.
June 30, 2017
61
MQY
BlackRock MuniYield Quality Fund, Inc.
June 30, 2017
62
BLJ
BlackRock New Jersey Municipal Bond Trust
June 30, 2017
63
BNJ
BlackRock New Jersey Municipal Income Trust
June 30, 2017
64
BLH
BlackRock New York Municipal 2018 Term Trust
June 30, 2017
65
BQH
BlackRock New York Municipal Bond Trust
June 30, 2017
66
BSE
BlackRock New York Municipal Income Quality Trust
June 30, 2017
67
BNY
BlackRock New York Municipal Income Trust
June 30, 2017
68
BFY
BlackRock New York Municipal Income Trust II
June 30, 2017
69
--
BlackRock Preferred Partners LLC
July 31, 2017
70
BCX
BlackRock Resources & Commodities Strategy Trust
June 30, 2017
71
BST
BlackRock Science and Technology Trust
June 30, 2017
72
XXX
BlackRock Utility and Infrastructure Trust
June 30, 2017
73
BHV
BlackRock Virginia Municipal Bond Trust
June 30, 2017
74
BSD
The BlackRock Strategic Municipal Trust
June 30, 2017
75
--
BlackRock 2022 Global Income Opportunity Trust
June 30, 2018
This Agreement will become effective with respect to
BlackRock 2022 Global Income Opportunity Trust
upon the effectiveness of the Fund's Advisory Agreement.
SCHEDULE B
Closed-End Fund Master Advisory Fee Waiver Agreement
(Dated as of December 2, 2016)
BlackRock Advisors, LLC will waive the management fee
with respect to any portion of the Fund's assets estimated to be
attributable to investments in other equity and fixed-income
mutual funds and exchange-traded funds managed by BlackRock
Advisors, LLC or its affiliates.
