Td Waterhouse Plus Funds Inc Sample Contracts

THE BANK OF NEW YORK
Custody Agreement • September 3rd, 2002 • National Investors Cash Management Fund Inc
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AMENDMENT TO SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • August 30th, 2001 • National Investors Cash Management Fund Inc
DISTRIBUTION AGREEMENT NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. 100 Wall Street New York, NY 10005
Distribution Agreement • May 15th, 1998 • National Investors Cash Management Fund Inc • New York
DEFINITIONS
Foreign Custody Manager Agreement • August 30th, 2001 • National Investors Cash Management Fund Inc • New York
EXHIBIT (E)(1) DISTRIBUTION AGREEMENT NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. 100 WALL STREET NEW YORK, NY 10005
Distribution Agreement • August 30th, 2001 • National Investors Cash Management Fund Inc • New York
AMENDMENT
National Investors Cash Management Fund Inc • August 30th, 2001
ARTICLE I. DEFINITIONS
Custody Agreement • April 29th, 1998 • National Investors Cash Management Fund Inc • New York
DISTRIBUTION AGREEMENT NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. 100 Wall Street New York, NY 10005
Distribution Agreement • April 29th, 1998 • National Investors Cash Management Fund Inc • New York
ARTICLE I.
Custody Agreement • June 29th, 1999 • National Investors Cash Management Fund Inc • New York
WITNESSETH:
Administration Agreement • April 29th, 1998 • National Investors Cash Management Fund Inc • New York
Form of Delegation Agreement For Retail Funds] [ [TD Waterhouse Letterhead]
National Investors Cash Management Fund Inc • August 28th, 2003
ADMINISTRATION AGREEMENT
Administration Agreement • February 28th, 2006 • Td Waterhouse Plus Funds Inc • New York

AGREEMENT made as of June 1, 2005 by and between TD WATERHOUSE PLUS FUNDS, INC., a Maryland corporation (the “Company”), on its own behalf and on behalf of its Money Market Plus Portfolio (the “Portfolio”), and TD ASSET MANAGEMENT USA INC., a Delaware corporation (the “Administrator”).

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Custody Agreement Waterhouse Securities
Custody Agreement Waterhouse Securities • April 29th, 1998 • National Investors Cash Management Fund Inc • New York
EXHIBIT A TO THE DISTRIBUTION AGREEMENT BETWEEN NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. AND FUNDS DISTRIBUTOR, INC. Series of Funds NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. Money Market Portfolio U.S. Government Portfolio Municipal...
National Investors Cash Management Fund Inc • September 3rd, 2002

NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. Money Market Portfolio U.S. Government Portfolio Municipal Portfolio Money Market Plus Portfolio

BY AND BETWEEN NATIONAL INVESTORS CASH MANAGEMENT FUND, INC. AND THE BANK OF NEW YORK
National Investors Cash Management Fund Inc • August 30th, 2001
Exhibit (d)(3) AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • February 28th, 2006 • Td Waterhouse Plus Funds Inc

Amendment made as of June 1, 2005 to the Investment Management Agreement dated as the 26th day of February, 1998 (the “Agreement”), by and between TD WATERHOUSE PLUS FUNDS, INC. f/k/a NATIONAL INVESTORS CASH MANAGEMENT FUND, INC., a Maryland corporation, whose address is 100 Wall Street, New York, New York 10005 (the “Fund”) and TD ASSET MANAGEMENT USA INC., f/k/a WATERHOUSE ASSET MANAGEMENT, INC., a Delaware corporation, whose address is 100 Wall Street, New York, New York 10005 (the “Investment Manager”). The Agreement includes the Amendment made as of April 4, 2002.

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