0001144204-14-059781 Sample Contracts

DEUTSCHE BANK SECURITIES INC. MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)
Master Agreement • October 7th, 2014 • Eagle Point Credit Co Inc. • New York

This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 8, 2014, is by and between Deutsche Bank Securities Inc. (“Deutsche Bank Securities, Inc.,” or “we”) 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

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STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • October 7th, 2014 • Eagle Point Credit Co Inc. • New York

Reference is made to the Underwriting Agreement (the “Underwriting Agreement”), dated as of [·], 2014, by and among Eagle Point Credit Company Inc. (the “Fund”), Eagle Point Credit Management LLC (the “Investment Manager”) and each of the underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s shares of common stock, par value $0.001 (the ”Common Shares”), in an initial public offering, as described therein (the ”Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.

CONTRIBUTION AGREEMENT
Contribution Agreement • October 7th, 2014 • Eagle Point Credit Co Inc. • Delaware

This CONTRIBUTION AGREEMENT, dated as of June 6, 2014 (this “Agreement”), is by and among Eagle Point Credit Partners Sub Ltd., a Cayman Islands exempted company (the “Contributor”), and Eagle Point Credit Company LLC, a Delaware limited liability company (the “Company”).

STRUCTURING FEE AGREEMENT
Structuring Fee Agreement • October 7th, 2014 • Eagle Point Credit Co Inc. • New York

STRUCTURING FEE AGREEMENT (the "Agreement"), dated as of [•], 2014, between Deutsche Bank Securities Inc. ("Deutsche Bank") and Eagle Point Credit Management LLC (the "Investment Manager").

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