Ellsworth Convertible Growth & Income Fund Inc Sample Contracts

MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS
Master Agreement • September 14th, 2017 • Ellsworth Growth & Income Fund LTD • New York

This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 15, 2014, is by and between Morgan Stanley & Co. LLC (“Morgan Stanley,” 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 have accepted an AAU with

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MASTER SELECTED DEALERS AGREEMENT REGISTERED SEC OFFERINGS
Master Selected Dealers Agreement • September 14th, 2017 • Ellsworth Growth & Income Fund LTD • New York

This Master Selected Dealers Agreement (this “Master SDA”), dated as of June 1, 2011, is by and between Morgan Stanley & Co. 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).

WITNESSETH:
Ellsworth Convertible Growth & Income Fund Inc • September 3rd, 2003
ARTICLE I DEFINITIONS
Custody Agreement • September 3rd, 2003 • Ellsworth Convertible Growth & Income Fund Inc • New York
between
Custody Agreement • September 11th, 2003 • Ellsworth Convertible Growth & Income Fund Inc • New York
UNDERWRITING AGREEMENT
Ellsworth Growth & Income Fund LTD • September 14th, 2017 • New York
BACKGROUND
Agreement of Merger • May 30th, 2006 • Ellsworth Fund LTD

AGREEMENT OF MERGER (the "Agreement"), dated as of November 18, 2005, by and between Ellsworth Convertible Growth and Income Fund, Inc., a Maryland corporation (the "Company") and Ellsworth Fund, a Delaware statutory trust (the "Trust").

FIRST AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF ELLSWORTH FUND LTD.
And Restated Agreement • July 17th, 2017 • Ellsworth Growth & Income Fund LTD

This First Amendment to Amended and Restated Agreement and Declaration of Trust (the “Declaration of Trust”) of Ellsworth Fund Ltd., a Delaware Statutory Trust (the “Trust”), is to be effective as of January 20, 2015 (the “Effective Date”).

Sub-Item 77Q1: Exhibits (e) Amended Advisory Agreement INVESTMENT ADVISORY AGREEMENT THIS AGREEMENT is entered into this 16th day of February, 2006 by and between ELLSWORTH FUND LTD, a Delaware statutory trust (the "Trust"), and DAVIS-DINSMORE...
Advisory Agreement • May 30th, 2006 • Ellsworth Fund LTD

INVESTMENT ADVISORY AGREEMENT THIS AGREEMENT is entered into this 16th day of February, 2006 by and between ELLSWORTH FUND LTD, a Delaware statutory trust (the "Trust"), and DAVIS-DINSMORE MANAGEMENT COMPANY, a Delaware corporation (the "Adviser"). Background The Trust is registered as a diversified, closed end management investment company under the Investment Company Act of 1940, as amended, (the "1940 Act"). The Adviser is registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the "Advisers Act"). The Trust desires to engage the Adviser to provide investment advisory services to the Trust, and the Adviser desires to provide such services to the Trust, all on the terms and conditions set forth below. NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as follows: Agreement SECTION 1. Appointment of Investment Adviser. The Trust hereby appoin

ADDENDUM TO REGISTRAR, TRANSFER AGENCY AND SERVICE AGREEMENT
Registrar, Transfer Agency and Service Agreement • September 14th, 2017 • Ellsworth Growth & Income Fund LTD

This Addendum (this “Addendum”), is made as of September 14, 2017, by and between Ellsworth Growth and Income Fund Ltd., a Delaware statutory trust (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST”).

AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF ELLSWORTH GROWTH AND INCOME FUND LTD.
Agreement and Declaration • July 17th, 2017 • Ellsworth Growth & Income Fund LTD

THIS AMENDMENT TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF ELLSWORTH GROWTH AND INCOME FUND LTD. (this “Amendment”), dated as of September 9, 2015, hereby amends that certain Amended and Restated Agreement and Declaration of Trust (the “Declaration of Trust”), dated January 20, 2015, of Ellsworth Growth and Income Fund Ltd. (the “Fund”) among the Trustees of the Fund, and each person who becomes a Shareholder in accordance with the terms of the Declaration of Trust. Capitalized terms used herein and not otherwise herein defined are used as defined in the Declaration of Trust.

January 3, 2002 Mr. Gary Levine Bancroft Convertible Fund, Inc. 65 Madison Avenue Morristown, NJ 07960 Dear Mr. Levine: This will confirm our agreement whereby American Stock Transfer & Trust Company will provide Ellsworth Convertible Growth and...
Ellsworth Convertible Growth & Income Fund Inc • September 11th, 2003

This will confirm our agreement whereby American Stock Transfer & Trust Company will provide Ellsworth Convertible Growth and Income Fund with complete Registrar and Transfer Agent services for a flat monthly fee of $1,000.00. The flat monthly fee covers all services you require including unlimited transfers, reports and mailings to shareholders (stock splits, re-org for new acquisitions and secondary distributions are excluded). The only other fees will be for out- of-pocket expenses such as postage and stationery for mailings to all your shareholders. We guarantee this rate for a period of three years.

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