Morgan Stanley & Co. 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 • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (“Morgan Stanley,” or “we”) 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 accepted an AAU with
Morgan Stanley & Co. LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
FUND ACCOUNTING SERVICING AGREEMENTFund Accounting Servicing Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
THIS AGREEMENT is made and entered into as of this day of July, 2013, by and between KKR INCOME OPPORTUNITIES FUND, a Delaware statutory trust (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement is between KKR Asset Management LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the KKR Income Opportunities Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
Reference is made to the Underwriting Agreement dated July [·], 2013 (the “Underwriting Agreement”), by and among KKR Income Opportunities Fund (the “Fund”), KKR Asset Management LLC (the “Investment 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.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of July [·], 2013, between Barclays Capital Inc. (“Barclays”) and KKR Asset Management LLC (the “Investment Adviser”).
SYNDICATION FEE AGREEMENTSyndication Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement is between KKR Asset Management LLC (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to KKR Income Opportunities Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
This agreement (the “Agreement”) is between KKR Asset Management LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the KKR Income Opportunities Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement (as defined below).
SALES INCENTIVE FEE AGREEMENTSales Incentive Fee Agreement • July 23rd, 2013 • KKR Income Opportunities Fund • New York
Reference is made to the Underwriting Agreement (the “Underwriting Agreement”), by and among KKR Income Opportunities Fund (the “Fund”), KKR Asset Management LLC (the “Investment Adviser”) and each of the underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 (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.
KKR INCOME OPPORTUNITIES FUND SUBSCRIPTION AGREEMENTSubscription Agreement • July 23rd, 2013 • KKR Income Opportunities Fund
This Subscription Agreement is entered into this Tuesday, June 11, 2013 by and between KKR Income Opportunities Fund, a Delaware statutory trust (the “Fund”), and KKR Fund Holdings L.P. (the “Subscriber”);
