TERRA CAPITAL MARKETS, LLC FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • October 7th, 2013 • Terra Income Fund 6, Inc. • New York
Terra Income Fund 6, Inc. (the “Company”) is a Maryland corporation that is a non-diversified, closed-end management investment company that intends to elect to be regulated as a business development company, or BDC, under the Investment Company Act of 1940, or the 1940 Act and that intends to elect to be treated for federal income tax purposes, and qualify annually thereafter, as a regulated investment company, or RIC, under Subchapter M of the Internal Revenue Code of 1986, as amended, or the Code. The Company proposes to offer up to 100,000,000 shares of common stock, $.001 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in the offering (the “Offering”), and Shares to be offered for a purchase price per Share of 95% of the price that Shares are sold in the Offering (as defined below) at the semi-monthly closing immediately f
FORM OF ESCROW AGREEMENTEscrow Agreement • October 7th, 2013 • Terra Income Fund 6, Inc. • New York
THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of this ___ day of _______________, 2013 by and among Terra Capital Markets, LLC, a Delaware limited liability company (the “Dealer Manager”), Terra Income Fund 6, Inc., a Maryland corporation (the “Company”), and UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”).
