MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement • April 24th, 2013 • Ivy High Income Opportunities Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 9, 2012, is by and between Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch” or “we”) and the party named on the signature page hereof (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates 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 of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to ha
IVY HIGH INCOME OPPORTUNITIES FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST AS OF MARCH 28, 2013Agreement and Declaration of Trust • April 3rd, 2013 • Ivy High Income Opportunities Fund • Delaware
THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST is made as of the 28th day of March 2013, by the Trustees hereunder, and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.
IVY HIGH INCOME OPPORTUNITIES FUND [—] Common Shares of Beneficial Interest (Par Value $.001 per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • April 24th, 2013 • Ivy High Income Opportunities Fund • New York
Ivy High Income Opportunities Fund, a Delaware statutory trust (the “Fund”) and the Fund’s investment adviser, Ivy Investment Management Company, a Delaware Corporation (the “Adviser”), each confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), [NAME OF OTHER LISTED UNDERWRITERS] (“[ABBREVIATED NAME OF EACH OTHER REPRESENTATIVE]”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, [ABBREVIATED NAME OF EACH OTHER REPRESENTATIVE] are acting as representatives (in such capacity, the “Representative(s)”), with respect to (i) the sale by the Fund and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of common shares of beneficial interest, par value $.001 per share, of the Fund (“Common Shares”) set forth in Schedule A hereto, and (
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • New York
This agreement is between Ivy Investment Management Company (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”) with respect to the Ivy High Income Opportunities Fund (the “Fund”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • New York
Reference is made to the Underwriting Agreement dated May [•], 2013 (the “Underwriting Agreement”), by and among Ivy High Income Opportunities Fund (the “Fund”), Ivy Investment Management Company (the “Adviser”) and each of the Underwriters named in Schedule I thereto, with respect to the issue and sale of the Fund’s Common Shares (the “Offering”), as described therein. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Selected Dealers Agreement • April 24th, 2013 • Ivy High Income Opportunities Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of , 2011, is by and between Merrill Lynch, Pierce, Fenner & Smith Incorporated (including its successors and assigns) (“we,” “our,” “us” or the “Manager”) and the party named on the signature page hereof (a “Dealer,” “you” or “your”). From time to time, in connection with an offering and sale (an “Offering”) of securities (the “Securities”), managed solely by us or with one or more other managers or co-managers, we or one or more of our affiliates may offer you (and others) the opportunity to purchase as principal a portion of such securities on the terms set forth herein as a Selected Dealer (as defined below).
CUSTODY AGREEMENT by and between IVY HIGH INCOME OPPORTUNITIES FUND and THE BANK OF NEW YORK MELLONCustody Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • New York
CUSTODY AGREEMENT, dated as of May 28, 2013 (“Agreement”) between IVY HIGH INCOME OPPORTUNITIES FUND, a trust organized under the laws of the State of Delaware (the “Trust” or the “Fund”), and THE BANK OF NEW YORK MELLON, a bank organized under the laws of the state of New York (the “Custodian”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • New York
STRUCTURING FEE AGREEMENT (the “Agreement”), dated as of May [—], 2013 by and among Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and Ivy Investment Management Company (the “Adviser”).
FOREIGN CUSTODY MANAGER AGREEMENTForeign Custody Manager Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • New York
AGREEMENT made as of May 28, 2013 by and between Ivy High Income Opportunities Fund, a trust organized under the laws of the State of Delaware (the “Trust” or the “Fund”) and The Bank of New York Mellon (“BNYM”).
IVY CREDIT OPPORTUNITIES FUND Subscription AgreementSubscription Agreement • April 24th, 2013 • Ivy High Income Opportunities Fund • Delaware
This Subscription Agreement made as of March 21, 2013, by and between Ivy Credit Opportunities Fund, a Delaware statutory trust (the “Fund”), and Ivy Investment Management Company (the “Subscriber”).
INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • April 24th, 2013 • Ivy High Income Opportunities Fund
THIS AGREEMENT, made as of April 1, 2013, is entered into by and between IVY HIGH INCOME OPPORTUNITIES FUND, a Delaware statutory trust (hereinafter called the “Fund”), and IVY INVESTMENT MANAGEMENT COMPANY (hereinafter called “IICO”).
ACCOUNTING AND ADMINISTRATIVE SERVICES AGREEMENTAccounting and Administrative Services Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • Kansas
THIS AGREEMENT, made as of May 28, 2013, is entered into by and between Ivy High Income Opportunities Fund, a Delaware Statutory Trust (hereinafter called the “Fund”), and Waddell & Reed Services Company (“WRSCO”), a Missouri corporation.
SUB-ITEM 77Q1(e): Copies of any new or amended Registrant investment advisory contracts. IVY HIGH INCOME OPPORTUNITIES FUNDIvy High Income Opportunities Fund • November 25th, 2013
The Fund’s Investment Management Agreement is incorporated by reference to the Registrant’s Pre-Effective Amendment No. 3 to Form N-2, filed with the Securities and Exchange Commission on April 24, 2013.
AMENDED AND RESTATED BY-LAWS Of IVY HIGH INCOME OPPORTUNITIES FUND A Delaware Statutory Trust Effective as of March 28, 2013 INTRODUCTIONIvy High Income Opportunities Fund • April 3rd, 2013
Transfer Agency and Service Agreement Between Ivy High Income Opportunities Fund and Computershare Trust Company, N.A. and Computershare Inc.Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • Massachusetts
AGREEMENT effective as of the 28th day of May, 2013 by and between Ivy High Income Opportunities Fund, a Delaware statutory trust, having its principal office and place of business at 6300 Lamar Avenue, Overland Park, KS 66202 (“Fund”), and Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, having its principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021 (collectively, “Transfer Agent” or individually, “Computershare” and “Trust Company “, respectively).
DEFERRED FEE AGREEMENTDeferred Fee Agreement • May 24th, 2013 • Ivy High Income Opportunities Fund • Kansas
THIS AGREEMENT, dated , 201 , by and between (Trustee, hereinafter referred to as “Trustee”), currently residing at , and each series of the Ivy Funds (the “Ivy Funds”) and each Ivy closed end fund (each, a “Fund,” and collectively, the “Funds” or the “Ivy Family of Funds “), as listed in Appendix A, with offices located at 6300 Lamar, Overland Park, Kansas.
