0001193125-11-343612 Sample Contracts

INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT BETWEEN HMS INCOME FUND, INC. AND HMS ADVISER LP
Investment Advisory And • December 16th, 2011 • HMS Income Fund, Inc. • Texas

This Investment Advisory and Administrative Services Agreement (the “Agreement”) is made as of the ____ day of _____________, 2012, by and between HMS INCOME FUND, INC., a Maryland corporation (the “Company”), and HMS ADVISER LP, a Texas limited partnership (the “Adviser”).

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INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • December 16th, 2011 • HMS Income Fund, Inc. • Texas

THIS INVESTMENT SUB-ADVISORY AGREEMENT (“Agreement”) is made as of the day of 2012, by and between HMS ADVISER, LP, a Texas limited partnership (the “Adviser”), Main Street Capital Corporation, a Maryland corporation (the “Sub-Adviser”) and HMS Income Fund, Inc., a Maryland corporation (the “BDC”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms in the Advisory Agreement (defined below).

HMS Income Fund, Inc. Up to 150,000,000 Shares of Common Stock FORM OF SELECTED DEALER AGREEMENT
Selected Dealer Agreement • December 16th, 2011 • HMS Income Fund, Inc. • Texas
LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 16th, 2011 • HMS Income Fund, Inc. • Texas

THIS LOAN AND SECURITY AGREEMENT (“Agreement”) is made this 12th day of December, 2011, by and among HMS Income LLC, a Maryland limited liability company (together its Subsidiaries, the “Borrower”) and Main Street Capital Corporation, a Maryland corporation (“Lender”).

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