0001398344-21-012996 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Delaware

THIS AGREEMENT is made and entered into as of this __day of _____, 2021, by and between Cliffwater Enhanced Lending Fund, a Delaware statutory trust (the "Fund"), and Foreside Fund Services, LLC, a Delaware limited liability company (the "Distributor").

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ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT
Administration, Fund Accounting and Recordkeeping Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Wisconsin

THIS ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT (the “Agreement”) is made as of this ____ day of _______________, 2021, by and between Cliffwater Enhanced Lending Fund, a Delaware statutory trust (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

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Custodian Agreement
Custodian Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Massachusetts

This Agreement is made as of [____], 2021 (this “Agreement”), between Cliffwater Enhanced Lending Fund (the “Fund”) and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

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INVESTMENT MANAGEMENT AGREEMENT CLIFFWATER ENHANCED LENDING FUND
Investment Management Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Delaware

AGREEMENT made this 13th day of May, 2021, by and between Cliffwater Enhanced Lending Fund, a Delaware statutory trust (the “Fund”), and Cliffwater LLC, a Delaware limited liability company (the “Investment Manager”).

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JOINT INSURED BOND AGREEMENT
Joint Insured Bond Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Delaware

AGREEMENT dated as of this ____ day of ______________, 2021, by and between Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (each a “Fund” and together, the “Funds”).

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JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund • Delaware

AGREEMENT dated the ____ day of _____________, 2021 between the Cliffwater Corporate Lending Fund and Cliffwater Enhanced Lending Fund (collectively, the “Funds” and individually, a “Fund”).

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Cliffwater LLC Letterhead]
Investment Management Fee Waiver Agreement • June 11th, 2021 • Cliffwater Enhanced Lending Fund
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