Morgan Stanley & Co. LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. LLC (“Morgan Stanley,” 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 accepted an AAU with
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
Reference is made to the Underwriting Agreement dated December [—], 2012 (the “Underwriting Agreement”), by and among Nuveen Intermediate Duration Municipal Term Fund (the “Fund”), Nuveen Fund Advisors, Inc. (the “Investment Adviser”), Nuveen Asset Management, LLC and each of the Underwriters named in Schedule I thereto, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
This agreement is between Nuveen Fund Advisors, Inc. (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the Nuveen Intermediate Duration Municipal Term Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
This agreement (the “Agreement”) is between Nuveen Fund Advisors, Inc. (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to Nuveen Intermediate Duration Municipal Term Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement by and among the Fund, the Company, Nuveen Asset Management, LLC and each of the Underwriters named in Schedule I thereto (the “Underwriting Agreement”).
SYNDICATION FEE AGREEMENTSyndication Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
This agreement is between Nuveen Fund Advisors, Inc. (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the Nuveen Intermediate Duration Municipal Term Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
Reference is made to the Underwriting Agreement dated December [—], 2012 (the “Underwriting Agreement”), by and among Nuveen Intermediate Duration Municipal Term Fund (the “Fund”), Nuveen Fund Advisors, Inc. (the “Company”), Nuveen Asset Management, LLC and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale (the “Offering”) of the Fund’s common shares of beneficial interest, $0.01 par value per share (the “Common Shares”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of [—], 2012, between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Nuveen Fund Advisors, Inc. (“Nuveen”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
INVESTMENT SUB-ADVISORY AGREEMENT (Nuveen Closed-End Municipal Bond Funds after November 2012)Investment Sub-Advisory Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • Illinois
THIS AGREEMENT is made as of the 3rd day of December, 2012, between Nuveen Fund Advisors, Inc., a Delaware corporation (the “Adviser”), and Nuveen Asset Management, LLC a Delaware limited liability company (the “Sub-Adviser”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • December 4th, 2012 • Nuveen Intermediate Duration Municipal Term Fund • New York
Reference is made to the Underwriting Agreement dated December [—], 2012 (the “Underwriting Agreement”), by and among Nuveen Intermediate Duration Municipal Term Fund (the “Fund”), Nuveen Fund Advisors, Inc. (the “Investment Adviser”), Nuveen Asset Management, LLC and each of the Underwriters named in Schedule I therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest (the “Common Shares”) (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
