0001398344-23-017947 Sample Contracts

Nuveen Closed-End Funds RULE 12d1-4 INVESTMENT AGREEMENT
Rule 12d1-4 Investment Agreement • September 11th, 2023 • RiverNorth Managed Duration Municipal Income Fund II, Inc. • Illinois

THIS RULE 12d1-4 INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (the “Effective Date”), is made by and between each registered investment company (each, a “Registrant”), on behalf of each series of each such Registrant listed on Schedule A or Schedule B hereto, or if the relevant Registrant has no series, then the relevant Registrant (as applicable, each an “Acquiring Fund” or “Acquired Fund” pursuant to the applicable schedule), each severally and not jointly.

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BLACKROCK CLOSED-END RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • September 11th, 2023 • RiverNorth Managed Duration Municipal Income Fund II, Inc. • Delaware

THIS FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (the “Effective Date”), is made by and between each registered investment company listed on Schedule A hereto, on behalf of its portfolio series, as applicable (each, an “Acquiring Fund”) and each BlackRock closed-end registered investment company listed on Schedule B hereto (each, an “Acquired Fund”), each severally and not jointly.

FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • September 11th, 2023 • RiverNorth Managed Duration Municipal Income Fund II, Inc.

This FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022, is between each fund listed on Exhibit A (each an “Acquiring Fund”), and each fund listed on Exhibit B (each an “Acquired Fund” and, together with the Acquiring Funds, the “Funds”).

FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • September 11th, 2023 • RiverNorth Managed Duration Municipal Income Fund II, Inc.

THIS AGREEMENT, dated as of January 20, 2022, is among each entity listed on Schedule A (as amended from time to time), severally and not jointly, an “Acquiring Fund”), and each Acquired Fund listed on Schedule A (as amended from time to time), severally and not jointly (each, an “Acquired Fund” and together with the Acquiring Funds, the “Funds”). This Agreement shall be effective as of January 20, 2022.

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