STOCK TRANSFER AGENCY AGREEMENTStock Transfer Agency Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc. • New York
AGREEMENT, made as of , 2006, by and between Cohen & Steers Closed-End Opportunity Fund, Inc., a corporation organized and existing under the laws of the State of Maryland (hereinafter referred to as the “Customer”), and THE BANK OF NEW YORK, a New York trust company (hereinafter referred to as the “Bank”).
Cohen & Steers Closed-End Opportunity Fund, Inc. (a Maryland corporation) [ ] Common Shares (Par Value $.001 Per Share) FORM OF PURCHASE AGREEMENTPurchase Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc. • New York
INVESTMENT MANAGEMENT AGREEMENT COHEN & STEERS CLOSED-END OPPORTUNITY FUND, INC. New York, New York 10017Investment Management Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc. • New York
Cohen & Steers Closed-End Opportunity Fund, Inc. (“We” or the “Company”) herewith confirm our agreement with Cohen & Steers Capital Management, Inc. (“You”) as follows:
Cohen & Steers Closed-End Opportunity Fund, Inc. 280 Park Avenue New York, New York 10017Share Purchase Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc.
Cohen & Steers Capital Management Inc. 280 Park Avenue New York, NY 10017Administration Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc. • Massachusetts
Reference is made to the Administration Agreement between us dated as of March 12, 2001 (the “Agreement”). Pursuant to the Agreement, this letter is to provide notice of the creation of an additional investment fund, which is managed by Cohen & Steers Capital Management, Inc., namely Cohen & Steers Closed-End Opportunity Fund, Inc.
AGREEMENT TO REIMBURSE OTHER EXPENSES OF COHEN & STEERS CLOSED-END OPPORTUNITY FUND, INC. COHEN & STEERS CLOSED-END OPPORTUNITY FUND, INC. 280 Park Avenue New York, New York 10017Reimbursement Agreement • November 16th, 2006 • Cohen & Steers Closed-End Opportunity Fund, Inc. • New York
Cohen & Steers Closed-End Opportunity Fund, Inc. (“We”, “Us” or the “Company”) herewith confirms its agreement (the “Reimbursement Agreement”) pursuant to which Cohen & Steers Capital Management, Inc. (“You”) will reimburse “Other Expenses” (defined below) of the Company as follows:
