0001133228-18-000384 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • New York

THIS AGREEMENT is made and entered into as of the ____ day of _________, 2017, by and between AIP ALTERNATIVE LENDING FUND A a Delaware trust (the “ Master Fund”), AIP ALTERNATIVE LENDING FUND P, a Delaware trust (the “Feeder Fund”) (each a “Fund” and collectively the “Funds”) and, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • New York

AGREEMENT made this [ ] day of [ ], 2017, between AIP ALTERNATIVE LENDING FUND A, a Delaware statutory trust (the “Fund”), and Morgan Stanley Distribution, Inc. (the “Distributor”).

CUSTODY AGREEMENT dated as of by and between and MILLENNIUM TRUST COMPANY, LLC
Custody Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • Illinois

THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of ______________, 2017 by and between _______________________, a _________________ organized under the laws of ______________, having its principal place of business at _____________________________ (the “Fund”), and MILLENNIUM TRUST COMPANY, LLC, a limited liability company organized under the laws of the State of Illinois, having its principal place of business at 2001 Spring Road, Oak Brook, IL 60523 (the “Custodian”).

SERVICING AGREEMENT
Servicing Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • New York

THIS SERVICING AGREEMENT(this “Agreement”) is made and entered into as of the ______, 2017 (the “Effective Date”), by and between AIP ALTERNATIVE LENDING FUND A, a Delaware trust (the “ Master Fund”), AIP ALTERNATIVE LENDING FUND P, a Delaware trust (the “Feeder Fund”)(each a “Fund” and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

SECOND AMENDED AND RESTATED MORGAN STANLEY UMB FUND SERVICES, INC. TRANSFER AGENCY AGREEMENT
Transfer Agency Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • New York

THIS SECOND AMENDED AND RESTATED TRANSFER AGENCY AGREEMENT (the “Agreement”) is made as of this 24th day of June, 2014, by and between each of the entities individually and not jointly, as listed on Schedule A hereto (each a “Fund”, and, collectively, the “Funds”), and UMB Fund Services, Inc., a Wisconsin corporation, its successors and assigns (the “Transfer Agent”).

EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • January 18th, 2018 • AIP Alternative Lending Fund A

EXPENSE REIMBURSEMENT AGREEMENT (the “Agreement”), dated as of _______________, 2018 by and between Morgan Stanley AIP GP LP, a Delaware limited partnership (the “Adviser”) and AIP Alternative Lending Fund A, a Delaware statutory trust (the “Fund”).

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 18th, 2018 • AIP Alternative Lending Fund A • New York

AGREEMENT made as of this ____ day of ________________, 2018 by and between AIP Alternative Lending Fund A, a Delaware statutory trust (the “Fund”), and Morgan Stanley AIP GP LP, a Delaware limited partnership (the “Adviser”).

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