0001213900-23-012781 Sample Contracts

CUSTODY AGREEMENT By and Between THE BANK OF NEW YORK MELLON And STEPSTONE PRIVATE CREDIT FUND LLC
Custody Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC

This Custody Agreement is made and entered into as of the latest date set forth on the signature page hereto (the “Effective Date”) by and between THE BANK OF NEW YORK MELLON, a New York state chartered bank (“BNY Mellon”), and STEPSTONE PRIVATE CREDIT FUND LLC, a Delaware limited liability company (“Customer”). BNY Mellon and Customer are collectively referred to as the “Parties” and individually as a “Party”.

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STEPSTONE PRIVATE CREDIT FUND LLC FORM OF SUBSCRIPTION AGREEMENT CONFIDENTIAL
Subscription Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC • Delaware

The personal information will only be used in connection with StepStone’s legitimate business interests and accordingly Notice Recipients’ specific consent is not required.

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC • New York

AGREEMENT made and effective as of this [ ] day of [ ], 202[ ] (the “Effective Date”) by and between StepStone Private Credit Fund LLC, a Delaware limited liability company (the “Fund”), and StepStone Group Private Debt LLC , a Delaware limited liability company (the “Adviser”).

FORM OF ADMINISTRATION AGREEMENT
Administration Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC • New York

THIS AGREEMENT (the “Agreement”) is made as of this [ ] day of [ ], 202[ ] (the “Effective Date”), between StepStone Private Credit Fund LLC, a Delaware limited liability company (the “Fund”), and StepStone Group Private Debt LLC , a Delaware limited liability company (the “Administrator”).

FORM OF SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC • New York

AGREEMENT made as of the [ ] day of [ ], 202[ ] (the “Effective Date”), by and among StepStone Group Private Debt LLC, a Delaware limited liability company (the “Adviser”), StepStone Group Europe Alternative Investments Limited, an Irish private limited company (the “Sub-Adviser”), and StepStone Private Credit Fund LLC, a Delaware limited liability company (the “Fund”).

StepStone Group Private Debt LLC 450 Lexington Avenue, 31st Floor New York, NY 10017
Expense Limitation and Reimbursement Agreement • February 17th, 2023 • Stepstone Private Credit Fund LLC

StepStone Group Private Debt LLC (the “Advisor”) hereby confirms its agreement as follows in respect of StepStone Private Credit Fund LLC (the “Company”):

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