UBS SECURITIES LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of January 2, 2019, is by and between UBS Securities LLC (“we”) and the party named on the signature page hereto (an “Underwriter,” as defined in Section 1.1 hereof, or “you”).
UBS SECURITIES LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of January 4, 2019, is by and between UBS Securities LLC (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
Nuveen Core Plus Impact Fund [ ] Common Shares of Beneficial Interest Par Value $0.01 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
This agreement (the “Agreement”) is between Nuveen Fund Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to Nuveen Core Plus Impact Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated April [ ], 2021 (the “Underwriting Agreement”), by and among the Fund, the Company, Nuveen Asset Management, LLC and each of the underwriters named therein.
FEE AGREEMENTFee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
Reference is made to the Underwriting Agreement dated April [ ], 2021 (the “Underwriting Agreement”), by and among Nuveen Core Plus Impact Fund (the “Fund”), Nuveen Fund Advisors, LLC (the “Adviser”), Nuveen Asset Management, LLC, Stifel, Nicolaus & Company, Incorporated (“Stifel”) and each of the other Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (the ”Common Shares”), as described therein (the ”Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
FEE AGREEMENTFee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
Reference is made to the Underwriting Agreement dated April [ ], 2021 (the “Underwriting Agreement”), by and among Nuveen Core Plus Impact Fund (the “Fund”), Nuveen Fund Advisors, LLC (the “Company”), Nuveen Asset Management, LLC and each of the Underwriters named in Schedule A thereto, with respect to the issue and sale of the Fund’s common shares of beneficial interest, $0.01 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
Reference is made to the Underwriting Agreement dated April [ ], 2021 (the “Underwriting Agreement”), by and among Nuveen Core Plus Impact Fund (the “Fund”), Nuveen Fund Advisors, LLC (the “Investment Manager”), Nuveen Asset Management, LLC and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.01 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
AMENDMENT TO THE AMENDED AND RESTATED MASTER CUSTODIAN AGREEMENT BETWEEN EACH MANAGEMENT INVESTMENT COMPANY IDENTIFIED ON APPENDIX A OF THE AGREEMENT AND STATE STREET BANK AND TRUST COMPANYMaster Custodian Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund
This AMENDMENT (the “Amendment”) is entered into as of the 26th day of April, 2021 and effective as of the 15th Day of March, 2021 (the “Effective Date”), amending the Amended and Restated Master Custodian Agreement (as amended, supplemented, restated, or otherwise modified from time to time, the “Agreement”) made as of July 15, 2015 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”) and each management investment company identified on Appendix A of the Agreement and each management investment company which becomes a party to the Agreement in accordance with the terms hereof (in each case, a “Fund” or “Funds”), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to the Agreement in accordance with the terms hereof.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of April [ ], 2021, between BofA Securities, Inc. (collectively with its affiliates, “BofA”) and Nuveen Fund Advisors, LLC (“Nuveen”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • New York
This agreement (the “Agreement”) is between Nuveen Fund Advisors, LLC (including any successor or assign by merger or otherwise, the “Company”) and each qualifying underwriter listed on Schedule I hereto (each, a “Qualifying Underwriter”) with respect to Nuveen Core Plus Impact Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated April [ ], 2021 (the “Underwriting Agreement”), by and among the Fund, the Company, Nuveen Asset Management, LLC and each of the underwriters named therein.
AMENDED AND RESTATED SCHEDULE A TO TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund
The attached Amended and Restated Schedule A to the Transfer Agency and Service Agreement Between Each of the Nuveen Closed-End Investment Companies Listed on Scheduled A Attached Hereto and Computershare Inc. and Computershare Trust Company, N.A., effective as of June 15, 2017, as amended (the “TA Agreement”), hereby amends and restates Schedule A to the TA Agreement in its entirety, to be effective April 12, 2021.
NUVEEN CORE PLUS IMPACT FUND Subscription AgreementSubscription Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund
This Agreement made this March 15, 2021 by and between Nuveen Core Plus Impact Fund, a Massachusetts business trust (the “Fund”), and Nuveen Fund Advisors, LLC (the “Subscriber”);
INVESTMENT MANAGEMENT AGREEMENT BETWEEN CORE PLUS IMPACT FUND LTD. AND NUVEEN ASSET MANAGEMENT, LLCInvestment Management Agreement • April 27th, 2021 • Nuveen Core Plus Impact Fund • Illinois
CORE PLUS IMPACT FUND LTD., an Exempted Company incorporated in the Cayman Islands with limited liability (“Company”), hereby appoints NUVEEN ASSET MANAGEMENT, LLC, a Delaware limited liability company registered under the Investment Advisers Act of 1940 as an investment adviser, of Chicago, Illinois (the “Adviser”), to furnish investment advisory and management services to Company. Company and Adviser hereby agree that:
