FORM OF INVESTMENT ADVISORY AGREEMENT BETWEEN NORTHSTAR CORPORATE INCOME FUND AND NSAM B-CEF LTDInvestment Advisory Agreement • January 22nd, 2016 • NorthStar Corporate Income Fund • New York
This Investment Advisory Agreement (this “Agreement”) is made as of , 2016, by and between NORTHSTAR CORPORATE INCOME FUND, a Delaware statutory trust (the “Company”), and NSAM B-CEF Ltd, a Bermuda exempted limited company (the “Adviser”).
FORM OF INVESTMENT SUB-ADVISORY AGREEMENT BY AND AMONG NSAM B-CEF LTD, OZ INSTITUTIONAL CREDIT MANAGEMENT LP AND NORTHSTAR CORPORATE INCOME FUNDInvestment Sub-Advisory Agreement • January 22nd, 2016 • NorthStar Corporate Income Fund • New York
THIS INVESTMENT SUB-ADVISORY AGREEMENT (this “Agreement”) is made this day of 2016, by and among NSAM B-CEF Ltd, a Bermuda exempted limited company (the “Adviser”), OZ Institutional Credit Management LP, a Delaware limited partnership (the “Sub-Adviser”), and NorthStar Corporate Income Fund, a Delaware statutory trust (the “Company”) that is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as a non-diversified, closed-end management investment company.
NORTHSTAR CORPORATE INCOME FUND Up to $3,000,000,000 in Common Shares, $0.001 par value per share FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • January 22nd, 2016 • NorthStar Corporate Income Fund • New York
NSAM B-CEF LtdAgreement to Limit Reimbursements to Adviser • January 22nd, 2016 • NorthStar Corporate Income Fund • New York
This letter is being delivered to you with respect to the Investment Advisory Agreement (the “Advisory Agreement”) to which NorthStar Corporate Income Fund (the “Fund”) and NSAM B-CEF LTD (the “Adviser”) are parties. Pursuant to section 2 of the Advisory Agreement, the Adviser is entitled to receive reimbursement from the Fund of organization and offering expenses it has paid on behalf of the Fund until all of the organization and offering expenses incurred and/or paid by the Adviser have been recovered. Pursuant to this letter, the Adviser hereby agrees to accept henceforth a maximum incurred by the Fund to 1.0% of the aggregate proceeds raised in this offering, after the payment of selling commissions and dealer manager fees, until all of the organization and offering expenses incurred and/or paid by the Adviser have been recovered.
