0001193125-12-176026 Sample Contracts

SALES AGREEMENT April 23, 2012
Sales Agreement • April 23rd, 2012 • Tortoise Energy Infrastructure Corp • New York

Tortoise Energy Infrastructure Corporation, a Maryland corporation (the “Fund”), and the Fund’s investment adviser, Tortoise Capital Advisors, LLC, a Delaware limited liability company (the “Adviser”), each confirm their agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co” or the “Agent”), as follows:

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FEE WAIVER AGREEMENT
Fee Waiver Agreement • April 23rd, 2012 • Tortoise Energy Infrastructure Corp

THIS FEE WAIVER AGREEMENT (the “Agreement”) dated as of April 20, 2012, is by and between Tortoise Capital Advisors, L.L.C. (the “Advisor”) and Tortoise Energy Infrastructure Corporation (the “Company”).

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