0001144204-17-007416 Sample Contracts

CUSTODY AGREEMENT dated as of February 10, 2017 by and between FIRST CAPITAL INVESTMENT CORPORATION and MILLENNIUM TRUST COMPANY, LLC
Custody Agreement • February 10th, 2017 • First Capital Investment Corp • Illinois

THIS CUSTODY AGREEMENT (this “Agreement”) is dated as of February 10, 2017 by and between FIRST CAPITAL INVESTMENT CORPORATION, a corporation organized under the laws of Maryland, having its principal place of business at 1560 Wilson Boulevard, Suite 450, Arlington, Virginia 22209 (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”).

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FIRST CAPITAL INVESTMENT CORPORATION Up to 50,000,000 Shares of Common Stock, $0.001 par value per share FORM OF SELECTED DEALER AGREEMENT Dated: [ ]
Selected Dealer Agreement • February 10th, 2017 • First Capital Investment Corp • New York

Subject to the terms described hereinbelow, Democracy Funding LLC, as the dealer manager (“Dealer Manager”) for First Capital Investment Corporation, a Maryland corporation (the “Corporation”), invites you, (“Selected Dealer”) to participate in the distribution, on a “best efforts” basis, of up to 50,000,000 shares of common stock of the Corporation, $0.001 par value per share, to be issued and sold to the public on a “best efforts” basis (the “Offered Shares”) at an initial offering price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased) as set forth in the registration statement on Form N-2 filed by the Corporation (File No. 333-202461), which includes the Corporation’s prospectus, as amended or supplemented (the “Prospectus”).

SECOND AMENDMENT TO THE INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT
Investment Advisory and Administrative Services Agreement • February 10th, 2017 • First Capital Investment Corp

This SECOND AMENDMENT TO THE INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT (this “Amendment”), effective as of February 10, 2017, is entered into by and between FIRST CAPITAL INVESTMENT CORPORATION, a Maryland corporation (the “Corporation”), and FCIC ADVISORS LLC, a Delaware limited liability company (the “Adviser”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Advisory Agreement (defined below).

FCIC Advisors LLC
Investment Advisory and Administrative Services Agreement • February 10th, 2017 • First Capital Investment Corp

Reference is hereby made to the Investment Advisory and Administrative Services Agreement (the “Agreement”), dated March 5, 2015, as amended by Amendment No. 1 to the Agreement, dated March 15, 2016, and Amendment No. 2 to the Agreement, dated February 10, 2017, by and between FCIC Advisors LLC (the “Adviser”) and First Capital Investment Corporation (the “Company”). Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Agreement.

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