DEALER AGREEMENT Nuveen Securities, LLCDealer Agreement • March 27th, 2014 • Nuveen Energy MLP Total Return Fund • 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 Energy MLP Total Return Fund, 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 ENERGY MLP TOTAL RETURN FUND Chicago, Illinois 60606Distribution Agreement • March 27th, 2014 • Nuveen Energy MLP Total Return Fund
Nuveen Energy MLP Total Return Fund 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. 333-190922 and 811-22482) (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.
