0001213900-24-009613 Sample Contracts

PURCHASE AGREEMENT
Purchase Agreement • February 2nd, 2024 • XAI Octagon Floating Rate & Alternative Income Trust • Delaware

THIS PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 1, 2024, by and between XAI Octagon Floating Rate & Alternative Income Trust (formerly, XAI Octagon Floating Rate & Alternative Income Term Trust), a Delaware statutory trust (the “Trust”), and each purchaser identified on Appendix A hereto (each, a “Purchaser” and collectively the “Purchasers”).

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XAI Octagon Floating Rate & Alternative Income Trust Chicago, Illinois 60654
XAI Octagon Floating Rate & Alternative Income Trust • February 2nd, 2024

Whereas, the parties desire to enter into this letter agreement (the “Letter Agreement”) in connection with the Purchase Agreement, dated as of February 1, 2024 (the “Purchase Agreement”), between XAI Octagon Floating Rate & Alternative Income Trust (formerly, XAI Octagon Floating Rate & Alternative Income Term Trust) (the “Trust”) and each purchaser party thereto (each, a “Purchaser”) relating to the purchase of common shares of beneficial interest, par value $0.01 per share, of the Trust (the “Common Shares”). Eagle Point Credit Management LLC (“Eagle Point”) is the investment manager of each Purchaser.

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