13D Filing: Saba Capital and Clough Global Opportunities Fund (GLO)

Exhibit 3

Standstill Agreement

 

Execution Copy

Standstill Agreement

This Agreement is
entered into as of July 10, 2017 (including the exhibits hereto, this “Agreement”), by and among Saba Capital
Management, L.P. (“Saba”) and Clough Global Opportunities Fund (the “Trust”) (the Trust,
together with Saba, the “Parties,” and each individually a “Party”).

WHEREAS, the Trust
is a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940
Act”);

WHEREAS, the Trust,
as of the close of business on July 10, 2017, has approximately 51,559,059 common shares of beneficial interest outstanding (the
“Total Outstanding Common Shares”);

WHEREAS, as of
the close of business on July 10, 2017, Saba is the beneficial owner (as such term is used in Rule 13d-3 under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”)) of, in the aggregate, 7,379,266 common shares of the
Trust representing approximately 14.31% of the Total Outstanding Common Shares of the Trust;

WHEREAS, the Trust
and Saba believe it is in their mutual interests for the Parties to take the actions reflected below.

NOW, THEREFORE,
in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the Parties hereto hereby agree as follows:

Section 1.

Tender Offer and Distribution Rate.

1.1.

On the basis of the representations, warranties and agreements set forth herein and subject to the performance by Saba of its covenants and other obligations hereunder and the other conditions set forth herein:

(a)

The Trust shall conduct a tender offer to purchase 37.5% (the “Tender Maximum Amount”) of its Total Outstanding Common Shares (the “Tender Offer”). The Tender Offer shall include the following terms: (i) shareholders shall have the opportunity to tender some or all of their common shares at a price equal to 98.5% of the Trust’s net asset value per share (“NAV”) as determined as of the close of the regular trading session of the New York Stock Exchange (the “NYSE”) on the next day the NAV is calculated after the expiration date of the Tender Offer or, if the Tender Offer is extended, on the next day the NAV is calculated after the day to which the Tender Offer is extended, (ii) the Trust shall purchase common shares properly tendered and not withdrawn on a prorated basis up to the Tender Maximum Amount if greater than the Tender Maximum Amount of common shares are properly tendered and not properly withdrawn, (iii) the consideration to be paid by the Trust for common shares under the Tender Offer shall consist solely of cash, and (iv) if less than the Tender Maximum Amount of common shares have been properly tendered and not withdrawn, then the Trust shall only be obligated to purchase such amount of shares actually tendered.