UBS SECURITIES LLC MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of January 2, 2019, is by and between UBS Securities LLC (“we”) and the party named on the signature page hereto (an “Underwriter,” as defined in Section 1.1 hereof, or “you”).
Par Value $0.001 Per Share UNDERWRITING AGREEMENTUnderwriting Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
Aberdeen Standard Global Infrastructure Income Fund, a statutory trust organized under the laws of the State of Maryland (the “Fund”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”) an aggregate of [ ] common shares of beneficial interest (the “Firm Shares”), par value $0.001 per share (the “Common Shares”), of the Fund. In addition, solely for the purpose of covering over-allotments, the Fund proposes to grant to the Underwriters the option to purchase from the Fund up to an additional [ ] Common Shares (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is defined below. UBS Securities LLC, [ ] and [ ] (the “Managing Representatives”) will act as managing representatives for the Underwriters in connection with the issuance and sale of the Shares.
UBS SECURITIES LLC MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Selected Dealers Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
This Master Selected Dealers Agreement (this “Master SDA”), dated as of January 4, 2019, is by and between UBS Securities LLC (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).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
This agreement (the “Agreement”) is between Aberdeen Standard Investments Inc. (including any successor or assign by merger or otherwise, the “Company”) and UBS Securities LLC (“UBS”) with respect to the Aberdeen Standard Global Infrastructure Income Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated [ ], 2020 (the “Underwriting Agreement”), by and among the Fund, the Company, and each of the Underwriters named therein, severally, with respect to the issuance and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), as described therein (the “Offering”) .
Transfer Agency and Service Agreement Between Each of the Aberdeen Closed-End Funds Listed on Schedule A and Computershare Trust Company, N.A. and Computershare Inc.Agency and Service Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Massachusetts
THIS AGREEMENT effective as of the 23rd day of July, 2010 by and between each of the Aberdeen Closed-End Funds listed herein on Schedule A attached hereto, which Schedule may be amended from time to time, each a corporation having its principal office and place of business at 1735 Market Street, 32nd Floor, Philadelphia, PA 19103 (each a “Company” and collectively, the “Companies”), 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, the “Transfer Agent” or individually, “Computershare” and the “Trust Company”, respectively).
AMENDED AND RESTATED MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Massachusetts
This Amended and Restated Master Custodian Agreement (the “Agreement”) is made as of June 1, 2010 by and among each management investment company identified on Appendix A hereto (each such management investment company and each management investment company made subject to this Agreement in accordance with Section 21.5 below, shall hereinafter be referred to as a “Fund”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
Reference is made to the Underwriting Agreement, dated [ ], 2020, by and among Aberdeen Standard Global Infrastructure Income Fund (the “Fund”), Aberdeen Standard Investments Inc. and each of the respective underwriters named therein (the “Underwriting Agreement”) relating to the Offering (as defined below). This agreement (the “Agreement”) is between Aberdeen Standard Investments Inc. (including any successor or assign by merger or otherwise, the “Company”) and each qualifying underwriter listed on Schedule I hereto (each a “Qualifying Underwriter”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Massachusetts
Agreement dated as of February 26, 2010 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).
AMENDMENT TO AMENDED AND RESTATED MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund
This Amendment to Amended and Restated Custodian Agreement (the “Amendment”) is made as June 1, 2015, by and among each Fund (as defined below) and State Street Bank and Trust Company, a Massachusetts trust company (“Custodian”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2020 (the “Underwriting Agreement”), by and among Aberdeen Standard Global Infrastructure Income Fund (the “Fund”), Aberdeen Standard Investments Inc. (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • March 17th, 2023 • Abrdn Global Infrastructure Income Fund • Maryland
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of March 10, 2023, by and between abrdn Global Infrastructure Income Fund, a Maryland statutory trust (the “Acquiring Fund”), and Macquarie Global Infrastructure Total Return Fund Inc., a Maryland corporation (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”).Delaware Management Company, a series of Macquarie Investment Management Business Trust, a Delaware statutory trust, joins this Agreement solely for purposes of paragraphs 8.2, 11.1, 11.2 and 11.3 and abrdn Inc., a Delaware corporation registered under the Investment Advisers Act of 1940, joins this Agreement solely for purposes of paragraphs 5.12, 8.2, 11.1, 11.2 and 11.3.
AMENDED & RESTATED ADMINISTRATION AGREEMENTAdministration Agreement • June 25th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Delaware
Agreement made as of this 19th day of June 2020, by and among the Funds included in Appendix A (each, a “Fund”, and together, the “Funds”), severally and not jointly, and Aberdeen Standard Investments Inc., a Delaware corporation (the “Administrator”) (this “Agreement”).
INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • June 25th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Delaware
THIS AGREEMENT is made and entered into as of the 19th day of June, 2020 by and between ABERDEEN STANDARD GLOBAL INFRASTRUCTURE INCOME FUND (the “Fund”), a Maryland statutory trust, and ABERDEEN STANDARD INVESTMENTS INC. (the “Adviser”), a Delaware corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”).
SUBADVISORY AGREEMENTSubadvisory Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Delaware
THIS AGREEMENT is made and entered into as of the 19th day of June, 2020 by and among Aberdeen Standard Global Infrastructure Income Fund (the “Fund”), a Maryland statutory trust, ABERDEEN STANDARD INVESTMENTS INC. (the “Adviser”), a Delaware corporation, registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) and ABERDEEN ASSET MANAGERS LIMITED (the “Subadviser”), a Scottish company, also registered under the Advisers Act.
FORM OF AMENDMENT TO MASTER CUSTODIAN AGREEMENTMaster Custodian Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund
THIS AMENDMENT TO THE MASTER CUSTODIAN AGREEMENT (the “Amendment”) is made and entered into as of March 5, 2014 by and among the funds that are parties to the Master Custodian Agreement dated as of June 1, 2010, as amended (the “Agreement”) as listed on Appendix A, which shall be amended from time to time (the “Fund Parties”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Custodian”).
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • October 15th, 2024 • Abrdn Global Infrastructure Income Fund • Delaware
THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of September 20, 2024, by and between abrdn Global Infrastructure Income Fund, a Maryland statutory trust (the “Acquiring Fund”), and Macquarie/First Trust Global Infrastructure/Utilities Dividend & Income Fund, a Massachusetts business trust (the “Acquired Fund” and, together with the Acquiring Fund, the “Funds”). First Trust Advisors L.P., an Illinois limited partnership and the investment adviser to the Acquired Fund (the “Seller”), joins this Agreement solely for purposes of paragraphs 8.2, 11.1, 11.2 and 11.3, and abrdn Inc., a Delaware corporation registered under the Investment Advisers Act of 1940 and the investment adviser to the Acquiring Fund (the “Purchaser”), joins this Agreement solely for purposes of paragraphs 5.12, 5.13, 8.2, 11.1, 11.2 and 11.3.
AMENDED AND RESTATED CLOSED-END FUND DISTRIBUTION SERVICES AGREEMENTFund Distribution Services Agreement • June 25th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
THIS AMENDED AND RESTATED CLOSED-END FUND DISTRIBUTION SERVICES AGREEMENT (this “Agreement”) is made, as of June 17, 2020 (the “Effective Date”), by and between Vision 4 Fund Distributors, LLC (“Vision”) and Aberdeen Standard Investments Inc. (the “Adviser”), relating to certain services to be provided by Vision to the Adviser with respect to three separate proposed closed-end investment companies, (the “Funds”).
AMENDED and RESTATED INVESTOR RELATIONS SERVICES AGREEMENTInvestor Relations Services Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • Pennsylvania
Amended and Restated Investor Relations Agreement (the “AGREEMENT”) effective as of September 5, 2018 which amends and restates, in its entirety, the Investor Relations Services Agreement effective as of February 1, 2010, and amended and restated as of April 1, 2017, between the registered closed-end investment companies listed on Schedule A (hereinafter referred to collectively as the “Funds” and, individually, as a “Fund”) and Aberdeen Asset Management Inc. (hereinafter referred to as “AAMI”).
abrdn Global Infrastructure Income Fund EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • September 28th, 2022 • Abrdn Global Infrastructure Income Fund
Agreement, dated August 24, 2022, between abrdn Global Infrastructure Income Fund (the “Fund”), a Maryland trust, and abrdn Inc., a Delaware corporation, (the “Adviser”).
AMENDED and RESTATED INVESTOR RELATIONS SERVICES AGREEMENTInvestor Relations Services Agreement • December 12th, 2023 • Abrdn Global Infrastructure Income Fund
Amended and Restated Investor Relations Agreement (the “AGREEMENT”) effective as of the date of approval by each Fund’s Board of Directors/Trustees and amends and restates, in its entirety, the Amended and Restated Investor Relations Services Agreement dated September 5, 2018 between the registered closed-end investment companies listed on Schedule A (hereinafter referred to collectively as the “Funds” and, individually, as a “Fund”) and abrdn Inc. (hereinafter referred to as “AI”).
Sixth Amendment to Transfer Agency and Service AgreementAgency and Service Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund
THIS SIXTH AMENDMENT (“Amendment”), effective as of July 31, 2020 (“Effective Date”), is to the Transfer Agency and Service Agreement made as of July 23, 2010, as amended, (the “Agreement”) by and between each of Aberdeen Australia Equity Fund, Inc., Aberdeen Asia-Pacific Income Fund, Inc., Aberdeen Global Income Fund, Inc., Aberdeen Japan Equity Fund, Inc., Aberdeen Income Credit Strategies Fund, The India Fund, Inc., Aberdeen Global Dynamic Dividend Fund, Aberdeen Global Premier Properties Fund, and Aberdeen Total Dynamic Dividend Fund (each, a “Company” and collectively, the “Companies”) and Computershare Trust Company, N.A. and Computershare Inc., (collectively, the “Transfer Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
Ladies and Gentlemen: Reference is made to the Amended and Restated Master Custodian Agreement dated as of June 1, 2010, as amended, (the “Agreement”), between each management investment company identified on Appendix A thereto and State Street Bank...Master Custodian Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund
This letter is to provide notice of the establishment of a new closed-end management investment company, Aberdeen Standard Global Infrastructure Income Fund. In accordance with Section 21.5 (Additional Funds) of the Agreement, the undersigned Fund hereby requests that your bank act as Custodian for the aforementioned new fund under the terms of the Agreement effective upon its commencement of operations.
Sixth Amendment to Transfer Agency and Service AgreementAgency and Service Agreement • June 25th, 2020 • Aberdeen Standard Global Infrastructure Income Fund
THIS SIXTH AMENDMENT (“Amendment”), effective as of (“Effective Date”), is to the Transfer Agency and Service Agreement made as of July 23, 2010, as amended, (the “Agreement”) by and between each of Aberdeen Australia Equity Fund, Inc., Aberdeen Asia-Pacific Income Fund, Inc., Aberdeen Global Income Fund, Inc., Aberdeen Japan Equity Fund, Inc., Aberdeen Income Credit Strategies Fund, The India Fund, Inc., Aberdeen Global Dynamic Dividend Fund, Aberdeen Global Premier Properties Fund, and Aberdeen Total Dynamic Dividend Fund (each, a “Company” and collectively, the “Companies”) and Computershare Trust Company, N.A. and Computershare Inc., (collectively, the “Transfer Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
ABERDEEN STANDARD GLOBAL INFRASTRUCTURE INCOME FUND Subscription AgreementSubscription Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
This Subscription Agreement made as of June 19, 2020, by and between Aberdeen Standard Global Infrastructure Income Fund, a Maryland statutory trust (the “Fund”), and Standard Life Portfolio Investments Inc. (the “Subscriber”).
Ladies and Gentlemen: Reference is made to the Amended and Restated Master Custodian Agreement dated as of June 1, 2010, as amended, (the “Agreement”), between each management investment company identified on Appendix A thereto and State Street Bank...Master Custodian Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund
This letter is to provide notice of the establishment of a new closed-end management investment company, Aberdeen Standard Global Infrastructure Income Fund. In accordance with Section 21.5 (Additional Funds) of the Agreement, the undersigned Fund hereby requests that your bank act as Custodian for the aforementioned new fund under the terms of the Agreement effective upon its commencement of operations.
ORGANIZATIONAL AND OFFERING EXPENSES AGREEMENTOrganizational and Offering Expenses Agreement • June 25th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
AGREEMENT made this 19th day of June 2020, by and between Aberdeen Standard Global Infrastructure Income Fund, a Maryland statutory trust (the “Fund”), and Aberdeen Standard Investments Inc., a Delaware corporation (the “Adviser”).
abrdn Global Infrastructure Income Fund AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • December 12th, 2023 • Abrdn Global Infrastructure Income Fund
Agreement, dated October 23, 2023, between abrdn Global Infrastructure Income Fund (the “Fund”), a Maryland trust, and abrdn Inc., a Delaware corporation, (the “Adviser”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2020 (the “Underwriting Agreement”), by and among Aberdeen Standard Global Infrastructure Income Fund (the “Fund”), Aberdeen Standard Investments Inc. (the “Company”) and each of the Underwriters named therein, with respect to the issue and sale of the Fund’s common shares of beneficial interest, $0.001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
Reference is made to the Underwriting Agreement dated [ ], 2020 (the “Underwriting Agreement”), by and among Aberdeen Standard Global Infrastructure Income Fund (the “Fund”), Aberdeen Standard Investments Inc. (the “Adviser”)[, Aberdeen Asset Managers Limited (the “Subadviser”)], Stifel, Nicolaus & Company, Incorporated (“Stifel”) and the several other Underwriters named therein, severally, with respect to the issue and sale of the Fund’s common shares of beneficial interest, $0.001 par value per share (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
ORGANIZATIONAL AND OFFERING EXPENSES AGREEMENTOrganizational and Offering Expenses Agreement • June 22nd, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
AGREEMENT made this [•] day of [•], 2020, by and between Aberdeen Standard Global Infrastructure Income Fund, a Maryland statutory trust (the “Fund”), and Aberdeen Standard Investments Inc., a Delaware corporation (the “Adviser”).
STRUCTURING FEE AGREEMENTStructuring Fee Agreement • July 28th, 2020 • Aberdeen Standard Global Infrastructure Income Fund • New York
This agreement (the “Agreement”) is between Aberdeen Standard Investments Inc. (including any successor or assign by merger or otherwise, the “Company”) and Oppenheimer & Co. Inc. (“Oppenheimer”) with respect to the Aberdeen Standard Global Infrastructure Income Fund (the “Fund”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement dated [ ], 2020 (the “Underwriting Agreement”), by and among the Fund, the Company and each of the Underwriters named therein, severally, with respect to the issuance and sale of the Fund’s common shares of beneficial interest, par value $0.001 per share (the “Common Shares”), as described therein (the “Offering”).
