WELLS FARGO SECURITIES, LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of August 31, 2012, is by and between Wells Fargo Securities, LLC (“Wells Fargo Securities,” “we” or “us”) 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 ac
FORM OF CUSTODY AGREEMENTCustody Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
THIS AGREEMENT is made and entered into as of the ____ day of March, 2013, by and between NEUBERGER BERMAN MLP INCOME FUND INC., a Maryland corporation (the “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”).
NEUBERGER BERMAN MLP INCOME FUND INC. __________ Shares of Common Stock $20.00 per Share FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
WELLS FARGO SECURITIES, LLC MASTER SELECTED DEALERS AGREEMENTMaster Selected Dealers Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
FORM OF ADMINISTRATION AGREEMENT NEUBERGER BERMAN MLP INCOME FUND INC.Administration Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
This Agreement is made as of ________, 2013, between Neuberger Berman MLP Income Fund Inc., a Maryland corporation (“Fund”), and Neuberger Berman Management LLC, a Delaware limited liability company (“Administrator”).
FORM OF MANAGEMENT AGREEMENTManagement Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
This Agreement is made as of ______, 2013, between Neuberger Berman MLP Income Fund Inc., a Maryland corporation (“Fund”), and Neuberger Berman Management LLC, a Delaware limited liability company (“Manager”).
FORM OF SERVICE AGREEMENT FOR TRANSFER AGENT SERVICES TO NEUBERGER BERMAN MLP INCOME FUND INC.Service Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
THIS SERVICE AGREEMENT FOR TRANSFER AGENT SERVICES (this “Agreement”) between Neuberger Berman MLP Income Fund Inc, a ____________ corporation (“Client”) and Computershare Shareowner Services LLC, a New Jersey limited liability company (“Agent”), is dated as of _____________.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
This agreement is between Neuberger Berman Management LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the Neuberger Berman MLP Income Fund Inc. (the “Fund”).
FORM OF SALES INCENTIVE FEE AGREEMENTSales Incentive Fee Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [●], 2013 (the “Underwriting Agreement”), by and among Neuberger Berman MLP Income Fund Inc. (the “Fund”), Neuberger Berman Management LLC (the “Investment Manager”), Neuberger Berman LLC and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, par value $0.0001 (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.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [_________], 2013 (the “Underwriting Agreement”), by and among Neuberger Berman MLP Income Fund Inc. (the “Fund”), Neuberger Berman Management LLC (the “Investment Adviser”), Neuberger Berman LLC (the “Sub-Adviser”) and each of the Underwriters named in Schedule I therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest (the “Common Shares”) (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
FORM OF SUB-ADVISORY AGREEMENT NEUBERGER BERMAN MLP INCOME FUND INC. NEUBERGER BERMAN MANAGEMENT LLCSub-Advisory Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc.
This Agreement shall terminate automatically in the event of its assignment, or upon termination of the Management Agreement between the Fund and the undersigned.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [●], 2013 (the “Underwriting Agreement”), by and among Neuberger Berman MLP Income Fund Inc. (the “Fund”), Neuberger Berman Management LLC (the “Investment Manager”), Neuberger Berman LLC and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, par value $0.0001 (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.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [____], 2013 (the “Underwriting Agreement”), by and among Neuberger Berman MLP Income Fund Inc. (the “Fund”), Neuberger Berman Management LLC (the “Adviser”), Neuberger Berman LLC (the “Sub-Adviser”) and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s Common Shares (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
FORM OF FUND ACCOUNTING SERVICING AGREEMENTFund Accounting Servicing Agreement • March 25th, 2013 • Neuberger Berman MLP Income Fund Inc. • Wisconsin
THIS AGREEMENT is made and entered into as of this _____ day of February, 2013, by and between NEUBERGER BERMAN MLP INCOME FUND INC., a __________________ corporation (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
