MORGAN STANLEY DIRECT LENDING FUND (a Delaware corporation) [∙] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 16th, 2024 • Morgan Stanley Direct Lending Fund • New York
AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT BETWEEN MORGAN STANLEY DIRECT LENDING FUND AND MS CAPITAL PARTNERS ADVISER INC.Investment Advisory Agreement • January 16th, 2024 • Morgan Stanley Direct Lending Fund • New York
This Amended and Restated Investment Advisory Agreement (this “Agreement”) is made as of [∙], 2024, by and between Morgan Stanley Direct Lending Fund, a Delaware corporation (the “Company”), and MS Capital Partners Adviser Inc., a Delaware corporation (the “Adviser”) and effective as of [∙], 2024.
