DEALER AGREEMENT Nuveen Securities, LLCDealer Agreement • April 22nd, 2013 • Nuveen Select Tax Free Income Portfolio 3 • New York
From time to time Nuveen Securities, LLC (the “Manager”, “we” or “us”) will act as manager of registered at-the-market offerings by Nuveen Select Tax-Free Income Portfolio 3, a Massachusetts business trust (the “Fund”), of the Fund’s common stock, par value $0.01 per share (the “Common Stock”). In the case of such offerings, the Fund has agreed with the Manager to issue and sell through or to the Manager, as sales agent and/or principal, a certain number of shares of the Fund’s Common Stock.
NUVEEN SELECT TAX-FREE INCOME PORTFOLIO 3 Chicago, Illinois 60606Distribution Agreement • April 22nd, 2013 • Nuveen Select Tax Free Income Portfolio 3
Nuveen Select Tax-Free Income Portfolio 3 is a Massachusetts business trust operating as a closed-end management investment company (hereinafter referred to as the “Fund”). The Fund has filed a registration statement on Form N-2 (File Nos. 333-185496 and 811-06693) (the “Registration Statement”) pursuant to the Investment Company Act of 1940, as amended, and the Securities Act of 1933, as amended, to register additional common shares of the Fund, which may be issued and sold from time to time through various specified transactions, including at-the-market (“ATM”) offerings.
