Exhibit h.1 NUVEEN TAX-ADVANTAGED DIVIDEND GROWTH FUND FUNDPREFERRED SHARES [ ] SHARES, SERIES T LIQUIDATION PREFERENCE $25,000 PER SHARE FORM OF UNDERWRITING AGREEMENTNuveen Tax-Advantaged Dividend Growth Fund • September 6th, 2007 • New York
Transfer Agency and Service Agreement Among Each of the Nuveen Closed End Investment Companies Listed on Exhibit A Hereto and State Street Bank and Trust CompanyAgency and Service Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • Massachusetts
AGREEMENT made as of the 7th day of October, 2002, by and among each of the Nuveen closed-end investment companies listed on Exhibit A hereto, which may be amended from time to time, each being either a Minnesota corporation or a Massachusetts business trust as indicated on Exhibit A (each a “Fund” or the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company, having a principal office and place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the “Transfer Agent”).
EXHIBIT h.2 MASTER SELECTED DEALER AGREEMENTMaster Selected Dealer Agreement • September 6th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
I. GENERALMaster Agreement • September 6th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
INVESTMENT SUB-ADVISORY AGREEMENTInvestment Sub-Advisory Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • Illinois
AGREEMENT made as of this 19th day of June, 2007 by and between Nuveen Asset Management, a Delaware corporation and a federally registered investment adviser (“Manager”), and Santa Barbara Asset Management, LLC, a Delaware limited liability company and a federally registered investment adviser (“Sub-Adviser”).
Relating toNuveen Broker-Dealer Agreement • September 6th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
Exhibit k.2 NUVEEN AUCTION AGENCY AGREEMENT Basic Terms for Acting as Auction AgentNuveen Auction Agency Agreement • September 6th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
MASTER AGREEMENT AMONG UNDERWRITERS Registered SEC Offerings (including Multiple Syndicate Offerings), Standby Underwritings and Exempt Offerings (other than Offerings of Municipal Securities)Master Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • 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
AMENDED AND RESTATED MASTER CUSTODIAN AGREEMENTCustodian Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • Massachusetts
This Agreement between those NUVEEN INVESTMENT COMPANIES (each such investment company and each investment company made subject to this Agreement in accordance with Section 19 herein, be referred to as a “Fund” and collectively as the “Funds”) listed on Appendix A hereto (hereinafter “Appendix A” as it may be amended from time to time), which may be Massachusetts business trusts or have such other form of organization as may be indicated, and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
MASTER SELECTED DEALER AGREEMENTMaster Selected Dealer Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • 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.
DATED]Master Selected Dealer Agreement • September 6th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • Illinois
AGREEMENT made this 4th day of April 2007, by and between NUVEEN TAX-ADVANTAGED DIVIDEND GROWTH FUND, a Massachusetts business trust (the “Fund”), and NUVEEN ASSET MANAGEMENT, a Delaware corporation (the “Adviser”).
NUVEEN TAX-ADVANTAGED DIVIDEND GROWTH FUND Common Shares of Beneficial Interest ($0.01 par value) UNDERWRITING AGREEMENTUnderwriting Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund • New York
The undersigned, Nuveen Tax-Advantaged Dividend Growth Fund, a Massachusetts business trust (the “Fund”), Nuveen Asset Management, a Delaware corporation (“NAM”), Santa Barbara Asset Management, LLC, a Delaware limited liability company (“Santa Barbara”) and NWQ Investment Management Company, LLC, a Delaware limited liability company (“NWQ” and together with Santa Barbara, the “Subadvisers” and the Subadvisers together with NAM, the “Advisers” or “Adviser”), address you as underwriters and as the
NUVEEN TAX-ADVANTAGED DIVIDEND GROWTH FUND Subscription AgreementSubscription Agreement • June 25th, 2007 • Nuveen Tax-Advantaged Dividend Growth Fund
This Agreement made this 15th day of May 2007 by and between Nuveen Tax-Advantaged Dividend Growth Fund, a Massachusetts business trust (the “Fund”), and Nuveen Asset Management, a Delaware corporation (the “Subscriber”);
EXHIBIT h.5 Nuveen Investments 333 West Wacker Drive Chicago, IL 60606 Dear Mr. : -------------------- Reference is made to Fund (the "Fund"). The Fund currently is making an initial public offering of its common shares of beneficial interest (the...Nuveen Tax-Advantaged Dividend Growth Fund • September 6th, 2007
INVESTMENT SUB-ADVISORY AGREEMENT (NUVEEN TAX-ADVANTAGED DIVIDEND GROWTH FUND (JTD)) THIS AGREEMENT is made as of the 1st day of January, 2011, between Nuveen Fund Advisors, Inc., a Delaware corporation (the "Adviser"), and Nuveen Asset Management,...Investment Sub-Advisory Agreement • August 30th, 2011 • Nuveen Tax-Advantaged Dividend Growth Fund • Illinois
Form N-SAR, Sub-Item 77q1(e) Any new or amended investment advisory contracts Nuveen Tax-Advantaged Dividend Growth Fund 811-222058 On January 1, 2011 a new Sub-Advisory Agreement went into effect for the above reference trust. Such Agreement is...Nuveen Tax-Advantaged Dividend Growth Fund • August 30th, 2011
On January 1, 2011 a new Sub-Advisory Agreement went into effect for the above reference trust. Such Agreement is attached as an exhibit to Form N- SAR.
