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 • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • 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
CENTER COAST MLP & INFRASTRUCTURE FUND Common Shares of Beneficial Interest $20.00 per Share UNDERWRITING AGREEMENTUnderwriting Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
This agreement is between Center Coast Capital Advisors, LP (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the Center Coast MLP & Infrastructure Fund (the “Fund”).
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
Reference is made to the Underwriting Agreement dated [·], 2013 (the “Underwriting Agreement”), by and among Center Coast MLP & Infrastructure Fund (the “Fund”), Center Coast Capital Advisors, LP (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (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.
WELLS FARGO SECURITIES, LLC MASTER SELECTED DEALERS AGREEMENTMaster Selected Dealers Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
CUSTODY AGREEMENT Dated August 22, 2013 Between UMB BANK, N.A. and Center Coast MLP & Infrastructure FundCustody Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund
This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter “Custodian”), and Center Coast MLP & Infrastructure Fund (the “Fund”).
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
Reference is made to the Underwriting Agreement dated [·], 2013 (the “Underwriting Agreement”), by and among Center Coast MLP & Infrastructure Fund (the “Fund”), Center Coast Capital Advisors, LP (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (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 • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
Reference is made to the Underwriting Agreement dated [·], 2013 (the “Underwriting Agreement”), by and among Center Coast MLP & Infrastructure Fund (the “Fund”), Center Coast Capital Advisors, LP (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (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.
MARKETING SUPPORT SERVICES AGREEMENTMarketing Support Services Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • Delaware
This Agreement is made, as of August 27, 2013 (the “Effective Date”), by and between Center Coast Capital Advisors, LP (the “Advisor”) and HRC Fund Associates, LLC (“HRC”), relating to certain services to be provided by HRC to the Advisor.
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • Delaware
THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”), dated as of September , 2013, between Center Coast MLP & Infrastructure Fund, a Delaware statutory trust (the “Trust”), and Center Coast Capital Advisors, LP, a Delaware limited partnership (the “Adviser”).
FUND SUPPORT SERVICES AGREEMENTFund Support Services Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • Delaware
This Agreement is made as of [·], 2013 (the “Effective Date”), by and between the Center Coast MLP & Infrastructure Fund (the “Fund”) and HRC Portfolio Solutions LLC (“HRCPS”), relating to certain services to be provided by HRCPS to the Fund.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
This agreement is between Center Coast Capital Advisors, LP (including any successor or assign by merger or otherwise, the “Adviser”) and UBS Securities LLC (“UBS”) with respect to the underwriting of Center Coast MLP & Infrastructure Fund (the “Fund”).
ADMINISTRATION AND FUND ACCOUNTING AGREEMENTAdministration and Fund Accounting Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • Delaware
THIS ADMINISTRATION AND FUND ACCOUNTING AGREEMENT (the “Agreement”) is made as of this 22nd day of August, 2013, by and between Center Coast MLP & Infrastructure Fund, a Delaware statutory trust (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation, its successors and assigns (the “Administrator”).
COMPLIANCE SERVICES AGREEMENTCompliance Services Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • Texas
AGREEMENT dated as of by and between the Center Coast MLP & Infrastructure Fund (the “Fund”), a Delaware statutory trust, and Cipperman Compliance Services, LLC (“CCS”), a Pennsylvania limited liability company.
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
Reference is made to the Underwriting Agreement dated [·], 2013 (the “Underwriting Agreement”), by and among Center Coast MLP & Infrastructure Fund (the “Fund”), Center Coast Capital Advisors, LP (the “Company”) and each of the Underwriters named therein (the “Underwriters”), with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (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.
TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENTTransfer Agency and Registrar Services Agreement • September 24th, 2013 • Center Coast MLP & Infrastructure Fund • New York
This Transfer Agency and Registrar Services Agreement (this “Agreement”), dated as of August 21, 2013 is between Center Coast MLP & Infrastructure Fund, a Delaware Statutory (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST”).
