0001387131-15-002678 Sample Contracts

FORM OF PARTICIPATING BROKER AGREEMENT
Participating Broker Agreement • August 31st, 2015 • Corporate Capital Trust II • Florida

THIS PARTICIPATING BROKER AGREEMENT (the “Agreement”) is made and entered into as of the _____ day of ________, 201__, between CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”), and ____________________________, a _____________________________ (the “Broker”).

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FORM OF MANAGING DEALER AGREEMENT
Managing Dealer Agreement • August 31st, 2015 • Corporate Capital Trust II • New York

THIS MANAGING DEALER AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of _________, 2015, between CORPORATE CAPITAL TRUST II a Delaware statutory trust (the “Company”), and CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”).

INVESTMENT ADVISORY AGREEMENT BETWEEN CORPORATE CAPITAL TRUST II AND CNL FUND ADVISORS II, LLC
Investment Advisory Agreement • August 31st, 2015 • Corporate Capital Trust II • New York

This Investment Advisory Agreement (the “Agreement”) is made as of __________ ___, 2015, by and between CORPORATE CAPITAL TRUST II, a Delaware statutory trust (the “Company”), and CNL FUND ADVISORS II, LLC, a Delaware limited liability company (the “Adviser”).

INVESTMENT SUB-ADVISORY AGREEMENT AMONG CNL FUND ADVISORS II, LLC, KKR CREDIT ADVISORS (US) LLC
Investment Sub-Advisory Agreement • August 31st, 2015 • Corporate Capital Trust II • New York

This Investment Sub-Advisory Agreement (this “Agreement”) is made this _______day of ________ 2015, by and among CNL FUND ADVISORS II, LLC, a Delaware limited liability company (the “Adviser”), KKR CREDIT ADVISORS (US) LLC (formerly known as KKR ASSET MANAGEMENT LLC), a Delaware limited liability company (the “Sub-Adviser”) and CORPORATE CAPITAL TRUST II, a Delaware statutory trust (the “Company”), with respect to its rights and obligations set forth in Sections 2(f), 4, 8, 9, 10, 11 and 21 herein.

ESCROW AGREEMENT
Escrow Agreement • August 31st, 2015 • Corporate Capital Trust II • Delaware

This ESCROW AGREEMENT (this “Agreement”) is dated this [___] day of [________], 2015, by and among Corporate Capital Trust II, a Delaware statutory trust (the “Company”), UMB Bank, N.A. (the “Escrow Agent”) and CNL Securities Corp. (the “Managing Dealer”), (collectively, the “Parties”). This Agreement shall be effective as of the effective date of the Company’s registration statement filed with the Securities and Exchange Commission containing the Prospectus (as defined below) (the “Effective Date”).

CORPORATE CAPITAL TRUST II SHARES PURCHASE AGREEMENT
Shares Purchase Agreement • August 31st, 2015 • Corporate Capital Trust II • Delaware

THIS SHARES PURCHASE AGREEMENT (this “Agreement”) is made as of the 27th day of August, 2015, by and between CORPORATE CAPITAL TRUST II, a Delaware Statutory Trust (the “Company”), and KKR CREDIT ADVISORS (US) LLC a Delaware Limited Liability Company (“Purchaser”).

CORPORATE CAPITAL TRUST II SHARES PURCHASE AGREEMENT
Shares Purchase Agreement • August 31st, 2015 • Corporate Capital Trust II • Delaware

THIS SHARES PURCHASE AGREEMENT (this “Agreement”) is made as of the 26th day of August, 2015, by and between CORPORATE CAPITAL TRUST II, a Delaware Statutory Trust (the “Company”), and CNL FUND ADVISORS II, LLC a Delaware Limited Liability Company (“Purchaser”)

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