Sub- Advisory Investment Management Agreement Sample Contracts

FORM OF SUB- ADVISORY INVESTMENT MANAGEMENT AGREEMENT
Sub- Advisory Investment Management Agreement • July 17th, 2009 • Trian Capital Corp • New York

This Sub-Advisory Investment Management Agreement (this “Agreement”) is entered into as of ______, 2009 by and among TRIAN CAPITAL ADVISERS, LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (the “Adviser”), TRIMARAN CREDIT MANAGERS BDC LP, a newly organized limited partnership duly organized and existing under the laws of the State of Delaware (the “Sub-Adviser”), and TRIAN CAPITAL CORPORATION, a company duly organized and existing under the laws of the State of Maryland (the “Corporation”).

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