EX-99.2G ADVSR CONTR 2 exg2.htm EXHIBIT (G)(2) - CLOSED-END FUND MASTER ADVISORY FEE WAIVER AGREEMENT
Exhibit (g)(2)
 
Closed-End Fund Master Advisory Fee Waiver Agreement
This MASTER ADVISORY FEE WAIVER AGREEMENT (this “Agreement”) is made as of the 2nd day of December, 2016, by and among BlackRock Advisors, LLC (the “Adviser”) an “Adviser”) and each investment company listed on Schedule A attached hereto (each, a “Fund”).
WHEREAS, each Fund is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a closed-end management company, and is organized as a statutory trust under the laws of the State of Delaware, a limited liability company under the laws of the State of Delaware, a business trust under the laws of the Commonwealth of Massachusetts or a corporation under the laws of the State of Maryland;
WHEREAS, the Adviser and each Fund are parties to investment advisory agreements (the “Advisory Agreements”), pursuant to which the Adviser provides investment advisory services to each Fund in consideration of compensation as set forth in each Advisory Agreement (the “Advisory Fee”); and
WHEREAS, the Adviser has determined that it is appropriate and in the best interests of each Fund and its interestholders to waive part of each Fund’s Advisory Fee as set forth in Schedule B attached hereto (the “Fee Waiver”). Each Fund and the Adviser, therefore, have entered into this Agreement in order to effect the Fee Waiver for each Fund at the level specified in Schedule B attached hereto on the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:
1. Contractual Fee Waiver. During the Term (as defined in Section 3 below), the Adviser shall waive a portion of its Advisory Fee with respect to each Fund as set forth in Schedule B attached hereto.
2. Voluntary Fee Waiver/Expense Reimbursement. Nothing herein shall preclude an Adviser from contractually waiving other fees and/or reimbursing expenses of any Fund, voluntarily waiving Advisory Fees it is entitled to from any Fund or voluntarily reimbursing expenses of any Fund as the Adviser, in its discretion, deems reasonable or appropriate.  Any such voluntary waiver or voluntary expense reimbursement may be modified or terminated by the Adviser at any time in its sole and absolute discretion without the approval of the Fund’s Board of Trustees or Board of Directors, as the case may be.
3. Term; Termination.
3.1 Term. The term (“Term”) of the Fee Waiver with respect to a Fund shall begin on December 2, 2016 (or such other date as agreed to in writing between the Adviser and the Fund) and end with respect to a Fund after the close of business on the date set forth on Schedule A (or such other date as agreed to in writing between the Adviser and the Fund) unless the Fee Waiver is earlier terminated in accordance with Section 3.2. The Term of the Fee Waiver with respect to a Fund may be continued from year to year thereafter provided that each such continuance is specifically approved by the Adviser and the Fund (including with respect to the Fund, a

majority of the Fund’s Trustees or Directors, as the case may be, who are not “interested persons,” as defined in the 1940 Act, of the Advisers (the “Non-Interested Directors”)). Neither the Adviser nor a Fund shall be obligated to extend the Fee Waiver with respect to the Fund.
3.2 Termination. This Agreement may be terminated prior to expiration by any Fund with respect to such Fund without payment of any penalty, upon 90 days’ prior written notice to the Adviser at its principal place of business (or at an earlier date as may be agreed to by both parties); provided that, such action shall be authorized by resolution of a majority of the Non-Interested Directors of such Fund or by a vote of a majority of the outstanding voting securities of such Fund.
4. Miscellaneous.
4.1 Captions. The captions in this Agreement are included for convenience of reference only and in no other way define or delineate any of the provisions hereof or otherwise affect their construction or effect.
4.2 Interpretation. Nothing herein contained shall be deemed to require a Fund to take any action contrary to the Fund’s Declaration of Trust or Articles of Incorporation, as the case may be, or Bylaws, or any applicable statutory or regulatory requirement to which it is subject or by which it is bound, or to relieve or deprive the Fund’s Board of Trustees or Board of Directors, as the case may be, of its responsibility for and control of the conduct of the affairs of the Fund.
4.3 Limitation of Liability. The obligations and expenses incurred, contracted for or otherwise existing with respect to a Fund shall be enforced against the assets of such Fund and not against the assets of any other Fund.
4.4 Definitions. Any question of interpretation of any term or provision of this Agreement, including but not limited to the computations of average daily net assets or of any Advisory Fee, and the allocation of expenses, having a counterpart in or otherwise derived from the terms and provisions of the relevant Advisory Agreement between the Adviser and the Fund or the 1940 Act, shall have the same meaning as and be resolved by reference to such Advisory Agreement or the 1940 Act, as applicable, and to interpretations thereof, if any, by the United States Courts or in the absence of any controlling decision of any such Court, by rules, regulations or orders of the Securities and Exchange Commission (“SEC”) issued pursuant to the 1940 Act. In addition, if the effect of a requirement of the 1940 Act reflected in any provision of this Agreement is revised by rule, regulation or order of the SEC, that provision will be deemed to incorporate the effect of that rule, regulation or order. Otherwise the provisions of this Agreement will be interpreted in accordance with the substantive laws of the State of New York.

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IN WITNESS WHEREOF, the parties have caused this Agreement to be signed by their respective officers as of the day and year first above written.
 
           
 
EACH OF THE FUNDS LISTED ON SCHEDULE A ATTACHED HERETO
     
 
By:
 
/s/ Neal J. Andrews
   
 
Name:  Neal J. Andrews
 
 
   
 
Title:    Chief Financial Officer
 
 
   
 
BLACKROCK ADVISORS, LLC
     
 
By:
 
/s/ Neal J. Andrews
   
 
Name:  Neal J. Andrews
 
 
   
 
Title:    Managing Director
 
 
     



[Signature page to Closed-End Fund Master Advisory Fee Waiver Agreement]


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SCHEDULE A
Closed-End Fund Master Advisory Fee Waiver Agreement
(Dated as of February 22, 2018)
 
TICKER
FUND
EXPIRATION DATE
1.
BBN
BlackRock Taxable Municipal Bond Trust
June 30, 2018
2.
BJZ
BlackRock California Municipal 2018 Term Trust
June 30, 2018
3.
BFZ
BlackRock California Municipal Income Trust
June 30, 2018
4.
BHK
BlackRock Core Bond Trust
June 30, 2018
5.
HYT
BlackRock Corporate High Yield Fund, Inc.
June 30, 2018
6.
BTZ
BlackRock Credit Allocation Income Trust
June 30, 2018
7.
DSU
BlackRock Debt Strategies Fund, Inc.
June 30, 2018
8.
BGR
BlackRock Energy and Resources Trust
June 30, 2018
9.
CII
BlackRock Enhanced Capital and Income Fund, Inc.
June 30, 2018
10.
BDJ
BlackRock Enhanced Equity Dividend Trust
June 30, 2018
11.
EGF
BlackRock Enhanced Government Fund, Inc.
June 30, 2018
12.
FRA
BlackRock Floating Rate Income Strategies Fund, Inc.
December 31, 2018
13.
BGT
BlackRock Floating Rate Income Trust
June 30, 2018
14.
BFO
BlackRock Florida Municipal 2020 Term Trust
June 30, 2018
15.
BOE
BlackRock Enhanced Global Dividend Trust
June 30, 2018
16.
BME
BlackRock Health Sciences Trust
June 30, 2019
17.
BKT
BlackRock Income Trust, Inc.
June 30, 2018
18.
BGY
BlackRock Enhanced International Dividend Trust
June 30, 2018
19.
BKN
BlackRock Investment Quality Municipal Trust, Inc.
June 30, 2018
20.
BLW
BlackRock Limited Duration Income Trust
June 30, 2018

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TICKER
FUND
EXPIRATION DATE
21.
BTA
BlackRock Long-Term Municipal Advantage Trust
June 30, 2018
22.
BZM
BlackRock Maryland Municipal Bond Trust
June 30, 2018
23.
MHE
BlackRock Massachusetts Tax-Exempt Trust
June 30, 2018
24.
BIT
BlackRock Multi-Sector Income Trust
June 30, 2018
25.
MUI
BlackRock Muni Intermediate Duration Fund, Inc.
June 30, 2018
26.
MNE
BlackRock Muni New York Intermediate Duration Fund, Inc.
June 30, 2018
27.
MUA
BlackRock MuniAssets Fund, Inc.
June 30, 2018
28.
BPK
BlackRock Municipal 2018 Term Trust
June 30, 2018
29.
BKK
BlackRock Municipal 2020 Term Trust
June 30, 2018
30.
BBK
BlackRock Municipal Bond Trust
June 30, 2018
31.
BAF
BlackRock Municipal Income Investment Quality Trust
June 30, 2018
32.
BBF
BlackRock Municipal Income Investment Trust
June 30, 2018
33.
BYM
BlackRock Municipal Income Quality Trust
June 30, 2018
34.
BFK
BlackRock Municipal Income Trust
June 30, 2018
35.
BLE
BlackRock Municipal Income Trust II
June 30, 2018
36.
BTT
BlackRock Municipal 2030 Target Term Trust
June 30, 2018
37.
MEN
BlackRock MuniEnhanced Fund, Inc.
June 30, 2018
38.
MUC
BlackRock MuniHoldings California Quality Fund, Inc.
June 30, 2018
39.
MUH
BlackRock MuniHoldings Fund II, Inc.
June 30, 2018
40.
MHD
BlackRock MuniHoldings Fund, Inc.
June 30, 2018
41.
MFL
BlackRock MuniHoldings Investment Quality Fund
June 30, 2018
42.
MUJ
BlackRock MuniHoldings New Jersey Quality Fund, Inc.
June 30, 2018
43.
MHN
BlackRock MuniHoldings New York Quality Fund, Inc.
June 30, 2018

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TICKER
FUND
EXPIRATION DATE
44.
MUE
BlackRock MuniHoldings Quality Fund II, Inc.
June 30, 2018
45.
MUS
BlackRock MuniHoldings Quality Fund, Inc.
June 30, 2018
46.
MVT
BlackRock MuniVest Fund II, Inc.
June 30, 2018
47.
MVF
BlackRock MuniVest Fund, Inc.
June 30, 2018
48.
MZA
BlackRock MuniYield Arizona Fund, Inc.
June 30, 2018
49.
MYC
BlackRock MuniYield California Fund, Inc.
June 30, 2018
50.
MCA
BlackRock MuniYield California Quality Fund, Inc.
June 30, 2018
51.
MYD
BlackRock MuniYield Fund, Inc.
June 30, 2018
52.
MYF
BlackRock MuniYield Investment Fund
June 30, 2018
53.
MFT
BlackRock MuniYield Investment Quality Fund
June 30, 2018
54.
MIY
BlackRock MuniYield Michigan Quality Fund, Inc.
June 30, 2018
55.
MYJ
BlackRock MuniYield New Jersey Fund, Inc.
June 30, 2018
56.
MYN
BlackRock MuniYield New York Quality Fund, Inc.
June 30, 2018
57.
MPA
BlackRock MuniYield Pennsylvania Quality Fund
June 30, 2018
58.
MQT
BlackRock MuniYield Quality Fund II, Inc.
June 30, 2018
59.
MYI
BlackRock MuniYield Quality Fund III, Inc.
June 30, 2018
60.
MQY
BlackRock MuniYield Quality Fund, Inc.
June 30, 2018
61.
BLJ
BlackRock New Jersey Municipal Bond Trust
June 30, 2018
62.
BNJ
BlackRock New Jersey Municipal Income Trust
June 30, 2018
63.
BLH
BlackRock New York Municipal 2018 Term Trust
June 30, 2018
64.
BQH
BlackRock New York Municipal Bond Trust
June 30, 2018
65.
BSE
BlackRock New York Municipal Income Quality Trust
June 30, 2018
66.
BNY
BlackRock New York Municipal Income Trust
June 30, 2018

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TICKER
FUND
EXPIRATION DATE
67.
BFY
BlackRock New York Municipal Income Trust II
June 30, 2018
68.
--
BlackRock Preferred Partners LLC
July 31, 2018
69.
BCX
BlackRock Resources & Commodities Strategy Trust
June 30, 2018
70.
BST
BlackRock Science and Technology Trust
June 30, 2018
71.
BUI
BlackRock Utilities, Infrastructure & Power Opportunities Trust
June 30, 2018
72.
BHV
BlackRock Virginia Municipal Bond Trust
June 30, 2018
73.
BSD
The BlackRock Strategic Municipal Trust
June 30, 2018
74.
BGIO
BlackRock 2022 Global Income Opportunity Trust1
June 30, 2018
75.
--
BlackRock Multi-Sector Opportunities Trust2
June 30, 2019









   
1
This Agreement was effective with respect to BlackRock 2022 Global Income Opportunity Trust as of February 16, 2017.
2
This Agreement was effective with respect to BlackRock Multi-Sector Opportunities Trust as of February 22, 2018.
 
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SCHEDULE B
Closed-End Fund Master Advisory Fee Waiver Agreement
(Dated as of December 2, 2016)

BlackRock Advisors, LLC will waive the management fee with respect to any portion of the Fund’s assets estimated to be attributable to investments in other equity and fixed-income mutual funds and exchange-traded funds managed by BlackRock Advisors, LLC or its affiliates.


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