Browse EX-10 agreements

**INVESTMENT MANAGEMENT AGREEMENT **

**between **

**SLR SECURED SPECIALTY LENDING FUND **

**and **

**SLR SECURED LENDING PARTNERS, LLC **

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This INVESTMENT MANAGEMENT AGREEMENT (this “Agreement”) is made as of the [•] day of [•], 2026 between SLR SECURED LENDING PARTNERS, LLC, a limited liability company formed under the laws of the state of Delaware (the “Investment Adviser”), and SLR SECURED SPECIALTY LENDING FUND, a Delaware statutory trust (the “Fund”).

WHEREAS, the Fund intends to elect to be regulated as a business development company under the Investment Company Act of 1940, as amended (the “Investment Company Act”);

WHEREAS, the Investment Adviser is an investment adviser that is registered with the Securities and Exchange Commission (the “SEC”) under the Investment Advisers Act of 1940, as amended (the “Advisers Act”); and

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**DISTRIBUTION REINVESTMENT PLAN **

**OF **

**SLR Secured Specialty Lending Fund **

SLR Secured Specialty Lending Fund, a Delaware statutory trust (the “Fund”), hereby adopts the following plan (the “Plan”) with respect to cash dividends and other distributions declared by its Board of Trustees on common shares of the Fund’s beneficial interest (“Common Shares”):

1. Unless a shareholder specifically elects to receive cash as set forth below, all cash dividends and other distributions hereafter declared by the Board of Trustees shall be payable in Common Shares, and no action shall be required on such shareholder’s part to receive a distribution in Common Shares.

2. Such cash dividends and other distributions shall be payable on the first calendar day of the month following the record date(s) established by the Board of Trustees for the cash dividends and/or other distributions involved.

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SLR SECURED SPECIALTY LENDING FUND

**FOR CLASS F, D, S & I SHARES **

**SUBSCRIPTION AGREEMENT **

[●] 2026** **

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THE SHARES OF SLR SECURED SPECIALTY LENDING FUND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT, OR REGISTERED OR QUALIFIED UNDER THE SECURITIES LAWS OF ANY STATES OR OTHER JURISDICTIONS, AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND THE REGISTRATION AND QUALIFICATION REQUIREMENTS OF SUCH LAWS. THE SHARES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND SUCH LAWS PURSUANT TO REGISTRATION, QUALIFICATION OR EXEMPTION THEREFROM. THE SHARES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR BY ANY STATE OR OTHER SECURITIES COMMISSION OR OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS, AND ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.

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**ADMINISTRATION AGREEMENT **

This Agreement (“Agreement”) is made as of [•], 2026 by and between SLR SECURED SPECIALTY LENDING FUND, a Delaware statutory trust (the “Fund”), and SLR CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Administrator”).

**W I T N E S S E T H: **

WHEREAS, the Fund is a closed-end management investment fund that intends to elect to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”);

WHEREAS, the Fund desires to retain the Administrator to provide administrative services to the Fund in the manner and on the terms hereinafter set forth;

WHEREAS, the Fund’s investment adviser, SLR Secured Lending Partners, LLC (the “Adviser”), is the sole member of the Administrator; and

WHEREAS, the Administrator is willing to provide administrative services to the Fund on the terms and conditions hereafter set forth.

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Macquarie Wealth Advisers, LLC

660 Fifth Avenue

New York, New York 10103

July 29, 2026

Macquarie Energy Transition Infrastructure Fund, L.P.

660 Fifth Avenue

New York, New York 10103

	Re:	Amended & Restated Expense Limitation and Reimbursement Agreement (this “Agreement”)

Ladies and Gentlemen:

This Agreement, dated as of July 29, 2026 and effective as of November 1, 2025, replaces in its entirety that certain Expense Limitation and Reimbursement Agreement between Macquarie Wealth Advisers, LLC (the “Adviser”) and Macquarie Energy Transition Infrastructure Fund, L.P. (the “Fund”) dated July 1, 2025. The Adviser hereby confirms its agreement as follows in respect of the Fund:

1. Specified Expenses; Organizational and Offering Expenses.

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**EXECUTION VERSION **

CUSTODIAN AGREEMENT** **

Dated as of January 1, 2007

Between

Each of the Investment Companies

Listed on Appendix “A” Attached Hereto

and

STATE STREET BANK AND TRUST COMPANY

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**TABLE OF CONTENTS **

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ARTICLE I		APPOINTMENT OF CUSTODIAN			1

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DISTRIBUTION REINVESTMENT PLAN

Effective: July 23, 2026

This Distribution Reinvestment Plan (the “Plan”) is adopted by Fidelity Private Credit Company II LLC (the “Fund”).

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GLOBAL CUSTODY AGREEMENT

AGREEMENT, dated as of April 9, 2026 between each of the funds listed in Schedule A (each, a "Customer") and The Bank of New York Mellon Trust Company, National Association ("Custodian").

ARTICLE IDEFINITIONS

Whenever used in this Agreement, the following words shall have the meanings set forth below:

1.

"1940 Act" shall mean the Investment Company Act of 1940, as amended.

2.

"Authorized Person" shall be any person, whether or not an officer or employee of Customer, duly authorized by Customer to give Oral Instructions or Written Instructions with respect to one or more Accounts (as defmed below), such persons to be designated in a Certificate of Authorized Persons which contains a specimen signature of such person.

3.

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DIVIDEND REINVESTMENT PLAN

OF

CIFC DIRECT LENDING EVERGREEN FUND

CIFC Direct Lending Evergreen Fund, a Delaware statutory trust (the “Fund”), has adopted the following plan (the “Plan”), to be administered by the Fund or such other administrator as the Fund may appoint (the “Plan Administrator”), with respect to dividends and other distributions declared by the Board of Trustees of the Fund (the “Board”) on its common shares of beneficial interest (the “Common Shares”):

1.

Unless a shareholder specifically elects to receive cash as set forth below, all net investment income dividends and all capital gains distributions hereafter declared by the Board shall be payable in shares of the Common Shares, and no action shall be required on such shareholder’s part to receive a distribution in Common Shares.

2.

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