INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • August 28th, 2006 • Tortoise Capital Resources Corp • Delaware
AGREEMENT made as of this 1st day of September, 2005 by and between Tortoise Capital Resources Corporation, a Maryland corporation having its principal place of business in Overland Park, Kansas (the “Company”), and Tortoise Capital Advisors, L.L.C., a Delaware limited liability company having its principal place of business in Overland Park, Kansas (the “Advisor”).
SUB-ADVISORY AGREEMENTSub-Advisory Agreement • August 28th, 2006 • Tortoise Capital Resources Corp
This Sub-Advisory Agreement (the “Agreement”) is dated as of December 1, 2005 and is entered into by and between Tortoise Capital Advisors, LLC, a Delaware limited liability company (“Tortoise”), and Kenmont Investments Management, L.P., a Texas limited partnership (the “Manager.
TORTOISE CAPITAL RESOURCES CORPORATION (a Maryland corporation) 153,815 Common Shares 38,449 Warrants REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 28th, 2006 • Tortoise Capital Resources Corp • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of January 9, 2006, by and among Tortoise Capital Resources Corporation, a Maryland corporation (the “Company”), and Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Stifel, Nicolaus & Company, Incorporated (the “Placement Agents”) pursuant to that certain Placement Agreement, dated January 4, 2006 (the “Placement Agreement”), by and among the Company, the Placement Agents and Tortoise Capital Advisors, LLC (“Tortoise Capital Advisors”).
Form of Investment Representation, Transfer and Market Stand-Off AgreementInvestment Representation, Transfer and Market Stand-Off Agreement • August 28th, 2006 • Tortoise Capital Resources Corp
WARRANT AGREEMENT By And Between TORTOISE CAPITAL RESOURCES CORPORATION And COMPUTERSHARE INVESTOR SERVICES, LLC As Warrant AgentWarrant Agreement • August 28th, 2006 • Tortoise Capital Resources Corp • New York
This Warrant Agreement (this “Agreement”), dated as of December 8, 2005, is by and between Tortoise Capital Resources Corporation, a Maryland corporation (the “Company”), and Computershare Investor Services, LLC, a Delaware limited liability company (the “Warrant Agent”).
CUSTODY AGREEMENTCustody Agreement • August 28th, 2006 • Tortoise Capital Resources Corp • Ohio
THIS AGREEMENT is made and entered into as of this 13th day of September, 2005, by and between TORTOISE CAPITAL RESOURCES CORPORATION, a Maryland corporation (the “Company” or “Fund”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Custodian”).
Subscription AgreementSubscription Agreement • August 28th, 2006 • Tortoise Capital Resources Corp
MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated STIFEL, NICOLAUS & COMPANY, INCORPORATED c/o Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 4 World Financial Center New York, New York 10080
STOCK TRANSFER AGENCY AGREEMENTStock Transfer Agency Agreement • August 28th, 2006 • Tortoise Capital Resources Corp • Illinois
This STOCK TRANSFER AGENCY AGREEMENT (the “Agreement”), effective as of September 13, 2005 (the “Effective Date”), is between Tortoise Capital Resources Corporation (the “Company”), a Maryland corporation, with its principal office at 10801 Mastin Boulevard, Overland Park, Kansas, and Computershare Investor Services, LLC (“Computershare”), a Delaware limited liability company, with its principal office at Two North LaSalle Street, Chicago, Illinois.
