NSAM B-CEF Ltd
Exhibit 99(k)(4)
NSAM B-CEF Ltd
00 Xxxxxxxx Xxxx
Pembroke HM 08
Bermuda
February [ ], 2016
NORTHSTAR CORPORATE INCOME FUND-T
000 Xxxx Xxxxxx, 18th Floor
New York, New York 10022
| Re: | Agreement to Limit Reimbursements to Adviser |
Dear Ladies and Gentlemen:
This letter is being delivered to you with respect to the Investment Advisory Agreement (the “Advisory Agreement”) to which NorthStar Corporate Income Fund-T (the “Fund”) and NSAM B-CEF LTD (the “Adviser”) are parties. Pursuant to section 2 of the Advisory Agreement, the Adviser is entitled to receive reimbursement from the Fund of organization and offering expenses it has paid on behalf of the Fund until all of the organization and offering expenses incurred and/or paid by the Adviser have been recovered. Pursuant to this letter, the Adviser xxxxxx agrees to accept henceforth a maximum incurred by the Fund to 1.0% of the aggregate proceeds raised in this offering, after the payment of selling commissions and dealer manager fees, until all of the organization and offering expenses incurred and/or paid by the Adviser have been recovered. In addition, the Fund will indirectly bear its pro rata portion of organization and offering costs incurred by the Master Fund based on its ownership of Master Fund shares; however, it is expected that organization and offering costs at the Master Fund level will be de minimis.
This letter shall be binding on the undersigned and its successors and assigns.
This letter shall be governed by and interpreted and construed in accordance with the governing law provisions set forth in Section 19 of the Advisory Agreement.
No term or provision of this letter may be amended, changed, waived, altered or modified except by written instrument executed and delivered by the party against whom such amendment, change, waiver, alteration or modification is to be enforced.
(The remainder of this page is intentionally left blank.)
NorthStar Corporate Income Fund-T
February [ ], 2016
Page 2 of 2
| Very truly yours, | ||
| NSAM B-CEF LTD | ||
| By: | ||
| Name: | ||
| Title: | ||
Acknowledged and accepted as of the date hereof:
NORTHSTAR CORPORATE INCOME FUND-T
| By: | ||
| Name: | ||
| Title: |
