0001140361-22-020115 Sample Contracts

BLACKROCK PRIVATE CREDIT FUND SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of May 18, 2022
Agreement and Declaration of Trust • May 20th, 2022 • BlackRock Private Credit Fund • Delaware

SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made as of the 18th day of May 2022 by the Trustees hereunder, and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.

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INVESTMENT ADVISORY AGREEMENT dated as of [ ], 2022 BY AND BETWEEN BlackRock Private Credit Fund a Delaware statutory trust AND BlackRock Capital Investment Advisors, LLC a Delaware limited liability company
Investment Advisory Agreement • May 20th, 2022 • BlackRock Private Credit Fund • New York

This Investment Advisory Agreement (this “Agreement”), dated as of [ ], 2022 (the “Effective Date”), is made by and between BlackRock Private Credit Fund (the “Fund”), a Delaware statutory trust which has elected to be treated as a business development company under the Investment Company Act of 1940 (the “1940 Act”), and BlackRock Capital Investment Advisors, LLC (the “Adviser”), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940 (the “Advisers Act”).

ADMINISTRATION AGREEMENT
Administration Agreement • May 20th, 2022 • BlackRock Private Credit Fund • New York

AGREEMENT (this “Agreement”) made as of [ ], 2022 by and between BlackRock Private Credit Fund, a Delaware statutory trust (hereinafter referred to as the “Fund”), and [Blackrock Financial Management, Inc., a Delaware corporation] (hereinafter referred to as the “Administrator”).

FEE WAIVER AND EXPENSE SUPPORT AND REIMBURSEMENT AGREEMENT
Fee Waiver and Expense Support and Reimbursement Agreement • May 20th, 2022 • BlackRock Private Credit Fund • New York

FEE WAIVER AND EXPENSE SUPPORT AND REIMBURSEMENT AGREEMENT (this “Agreement”), dated as of [ ], 2022, by and between BlackRock Capital Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”), and BlackRock Private Credit Fund, a Delaware statutory trust (the “Fund”).

SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • May 20th, 2022 • BlackRock Private Credit Fund • New York

AGREEMENT dated [ ], 2022, among BlackRock Private Credit Fund, a Delaware statutory trust (the “Fund”), BlackRock Capital Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”), and BlackRock Advisors, LLC, a Delaware limited liability company (the “Sub-Adviser”).

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