0001193125-19-017106 Sample Contracts

LETTER AGREEMENT
Expense Limitation and Recoupment Agreement • January 25th, 2019 • Highland Funds Ii • Massachusetts
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EXTENSION AMENDMENT
Master Margin Loan Agreement • January 25th, 2019 • Highland Funds Ii

In accordance with Section 1.01 of the Master Margin Loan Agreement dated as of March 2, 2016, between Highland Funds II, on behalf of its series Highland Energy MLP Fund (the “Borrower”), and The Bank of New York Mellon (the “Bank”), the Borrower hereby proposes to extend the Maturity Date and make such other adjustments as are specified herein. If the Bank accepts, then upon the Bank’s execution of this Extension Amendment (the date of such execution, the “Extension Effective Date”), the Maturity Date (the “Old Maturity Date”) shall be extended to the New Maturity Date specified below (the “New Maturity Date”) and the following terms shall apply for the period from and including the Extension Effective Date to but excluding the New Maturity Date.

SPECIAL CUSTODY and PLEDGE AGREEMENT
Special Custody and Pledge Agreement • January 25th, 2019 • Highland Funds Ii • New York

SPECIAL CUSTODY and PLEDGE AGREEMENT (this “Agreement”), dated as of October 3, 2018, among HIGHLAND FUNDS II, on behalf of its portfolio HIGHLAND PREMIER GROWTH EQUITY FUND (“Client”), PERSHING LLC (“Pershing”), and STATE STREET BANK AND TRUST COMPANY as Custodian hereunder (“Custodian”).

EXTENSION AMENDMENT
Master Margin Loan Agreement • January 25th, 2019 • Highland Funds Ii

In accordance with Section 1.01 of the Master Margin Loan Agreement dated as of May 18, 2017, between Highland Funds II, on behalf of its series Highland Small-Cap Equity Fund (the “Borrower”), and The Bank of New York Mellon (the “Bank”), the Borrower hereby proposes to extend the Maturity Date and make such other adjustments as are specified herein. If the Bank accepts, then upon the Bank’s execution of this Extension Amendment (the date of such execution, the “Extension Effective Date”), the Maturity Date (the “Old Maturity Date”) shall be extended to the New Maturity Date specified below (the “New Maturity Date”) and the following terms shall apply for the period from and including the Extension Effective Date to but excluding the New Maturity Date.

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