0001193125-16-753779 Sample Contracts

FORM OF INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT
Investment Advisory and Administrative Services Agreement • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • Delaware

THIS INVESTMENT ADVISORY AND ADMINISTRATIVE SERVICES AGREEMENT made as of , 2016 (the “Agreement”), by and between NexPoint Advisors, L.P., a Delaware limited partnership (the “Adviser”), and NexPoint Opportunistic Credit Fund, a Delaware statutory trust (the “Trust”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • New York

This Distribution Agreement (“Agreement”) is made by and between NexPoint Opportunistic Credit Fund (the “Fund”) and Highland Capital Funds Distributor, Inc. (the “Distributor”), and is effective as of the date accepted and agreed to by the Distributor below.

SHAREHOLDER SERVICING PLAN AND AGREEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Shareholder Servicing Plan and Agreement • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • Texas

This plan constitutes the Shareholder Servicing Plan and Agreement (the “Plan”) for NexPoint Opportunistic Credit Fund (the “Fund”). The Plan relates solely to the Fund, may be amended from time to time, and supersedes and replaces any prior shareholder services plan with respect to the Fund.

FORM OF SELLING AGREEMENT FOR NEXPOINT OPPORTUNISTIC CREDIT FUND
Selling Agreement • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • New York

This Selling Agreement (“Agreement”) is made by and between [NAME OF INTERMEDIARY] (“Intermediary”) and Highland Capital Funds Distributor, Inc. (“Distributor”), and is effective as of the date accepted and agreed to by the Distributor below.

FORM OF EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT NEXPOINT OPPORTUNISTIC CREDIT FUND
Expense Limitation and Reimbursement Agreement • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • New York

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT is hereby made as of [ ], 2016 (this “Agreement”) between NexPoint Opportunistic Credit Fund, a Delaware statutory trust (the “Trust”), and NexPoint Advisors, L.P., a Delaware limited partnership (the “Adviser”).

AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST of NexPoint Distressed Strategies Fund a Delaware Statutory Trust
Agreement and Declaration of Trust • October 31st, 2016 • Nexpoint Opportunistic Credit Fund • Delaware

WHEREAS, this Trust is a Delaware statutory trust formed pursuant to a Certificate of Trust filed with the Secretary of the State of Delaware on March 2, 2016 and the entering into of a Declaration of Trust, dated as of March 2, 2016 (which Declaration of Trust is hereby amended and restated in its entirety);

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