0001193125-15-116510 Sample Contracts

SPECIAL CUSTODY AND PLEDGE AGREEMENT
Special Custody and Pledge Agreement • April 2nd, 2015 • FS Global Credit Opportunities Fund-D • New York

AGREEMENT (hereinafter “Agreement”), dated as of March 10, 2015, among State Street Bank and Trust Company, a Massachusetts trust company, in its capacity as custodian hereunder (“Custodian”), Bucks Funding (the “Fund”), and BNP Paribas Prime Brokerage, Inc. (the “Counterparty”).

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CUSTODIAL AGREEMENT
Custodial Agreement • April 2nd, 2015 • FS Global Credit Opportunities Fund-D • New York

THIS CUSTODIAL AGREEMENT (the “Agreement”), dated as of August 26, 2014, by and among DAUPHIN FUNDING LLC, a Delaware limited liability company (the “Borrower”), FS GLOBAL CREDIT OPPORTUNITIES FUND, a Delaware statutory trust (the “Manager”), DEUTSCHE BANK AG, NEW YORK BRANCH (the “Administrative Agent”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as custodian, depositary bank and securities intermediary (the “Custodian”).

BUCKS FUNDING, as Company and FS GLOBAL CREDIT OPPORTUNITIES FUND, as Investment Manager INVESTMENT MANAGEMENT AGREEMENT Dated as of March 10, 2015
Investment Management Agreement • April 2nd, 2015 • FS Global Credit Opportunities Fund-D • New York

INVESTMENT MANAGEMENT AGREEMENT, dated as of March 10, 2015 (this “Agreement”), between BUCKS FUNDING, a Cayman Islands company limited by shares (the “Company”), and FS GLOBAL CREDIT OPPORTUNITIES FUND, a Delaware statutory trust, as investment manager (in such capacity, the “Investment Manager”).

CREDIT AGREEMENT dated as of August 26, 2014 among DAUPHIN FUNDING LLC, as Borrower, DEUTSCHE BANK AG, NEW YORK BRANCH, as Administrative Agent and a Lender, and The Other Lenders Party Hereto
Credit Agreement • April 2nd, 2015 • FS Global Credit Opportunities Fund-D • New York

THIS CREDIT AGREEMENT, dated as of August 26, 2014 (as amended from time to time, this “Agreement”), is entered into by and among DAUPHIN FUNDING LLC, a Delaware limited liability company (the “Borrower”), DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), as administrative agent (in such capacity, the Administrative Agent) and a Lender, and each other Lender party hereto from time to time (together with DBNY in its capacity as Lender, the “Lenders” and each a “Lender”).

Committed Facility Agreement
Committed Facility Agreement • April 2nd, 2015 • FS Global Credit Opportunities Fund-D • New York

BNP PARIBAS PRIME BROKERAGE, INC., ON BEHALF OF ITSELF AND AS AGENT FOR THE BNPP ENTITIES (“BNPP PB, Inc.”) and the counterparty specified on the signature page hereto (“Customer”), hereby enter into this Committed Facility Agreement (this “Agreement”), dated as of the date specified on the signature page hereto.

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