MASTER AGREEMENT AMONG UNDERWRITERS Registered SEC Offerings (including Multiple Syndicate Offerings), Standby Underwritings and Exempt Offerings (other than Offerings of Municipal Securities)Master Agreement • May 24th, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
From time to time Salomon Smith Barney Inc. (“Salomon Smith Barney”) may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale (an “Offering”) to which this Master Agreement Among Underwriters (the "Salomon Smith Barney Master AAU") shall apply, we will send the information set forth below in Section 1.1 to you by one or more wires, telexes, facsimile or electronic data transmissions or other written communications (each a “Wire” and collectively, an “AAU”). Each Wire will indicate that it is a Wire pursuant to the Salomon Smith Barney Master AAU. The Wire inviting you to participate in an Offering is referred to herein as the “Invitation Wire”. You and we hereby agree that by the terms hereof the provisions of this Salomo
MASTER SELECTED DEALER AGREEMENTMaster Selected Dealer Agreement • May 24th, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
In connection with registered public offerings of securities for which we are acting as manager or co-manager of an underwriting syndicate or unregistered offerings of securities for which we are acting as manager or co-manager of the initial purchasers, you may be offered the right as a selected dealer to purchase as principal a portion of such securities. This will confirm our mutual agreement as to the general terms and conditions applicable to your participation in any such selected dealer group.
SUBADVISORY AGREEMENTSubadvisory Agreement • April 23rd, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
WHEREAS, the Manager has entered into a Management Agreement, dated as of the date hereof (the “Management Agreement”), with Seligman LaSalle International Real Estate Fund, Inc. (the “Fund”), a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), to render or contract to obtain assistance in rendering investment management services to the Fund and to administer the business and other affairs of the Fund; and
SELIGMAN LASALLE INTERNATIONAL REAL ESTATE FUND, INC. ______ Shares of Common Stock ($0.01 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • May 24th, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
The Fund has entered into a Management Agreement with the Manager dated as of May 17, 2007, a Custody and Investment Accounting Agreement with State Street Bank and Trust Company, dated as of July 2, 2003, as amended as of September 15, 2005 and as amended as of May 17, 2007, and such agreements are herein referred to as the “Management Agreement” and the “Custodian Agreement,” respectively. The Manager has entered into a Sub-Advisory Agreement with LaSalle Securities U.S. dated as of May 17, 2007, a Structuring Fee Agreement
DELEGATION AGREEMENTDelegation Agreement • April 23rd, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
THIS AGREEMENT is entered into as of [ , 2007] by and between LaSalle Investment Management Securities, B.V.), with its principal office at Herengracht 471, 1071 BS, Amsterdam, The Netherlands (hereinafter referred to as “Subadviser Affiliate”), and LaSalle Investment Management (Securities), L.P., a Maryland limited partnership having its principal office at 100 East Pratt Street, 20th Floor, Baltimore, Maryland 21202 USA (hereinafter referred to as “Subadviser”).
MANAGEMENT AGREEMENTManagement Agreement • April 23rd, 2007 • Seligman LaSalle International Real Estate Fund, Inc. • New York
MANAGEMENT AGREEMENT, dated as of [ , 2007,] between SELIGMAN LASALLE INTERNATIONAL REAL ESTATE FUND, INC., a Maryland corporation (the “Fund”), and J. & W. SELIGMAN & CO. INCORPORATED, a Delaware corporation (the “Manager”).
INVESTMENT LETTER SELIGMAN LASALLE INTERNATIONAL REAL ESTATE FUND, INC.Seligman LaSalle International Real Estate Fund, Inc. • May 24th, 2007
Seligman LaSalle International Real Estate Fund, Inc. (the “Fund”), a closed-end management investment company, and the undersigned (“Purchaser”), intending to be legally bound, hereby agree as follows:
SECOND AMENDMENT TO CUSTODY AND INVESTMENT ACCOUNTING AGREEMENTAnd Investment Accounting Agreement • May 24th, 2007 • Seligman LaSalle International Real Estate Fund, Inc.
THIS SECOND AMENDMENT TO CUSTODY AND INVESTMENT ACCOUNTING AGREEMENT (the “Amendment”) is made and entered into as of May 17, 2007 by and among each registered investment company listed on Schedule A hereto, as it may be amended from time to time, incorporated herein by reference (each a “Fund”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (“State Street”).
