Exhibit 99.1e(1) DISTRIBUTION AGREEMENT This distribution agreement (the "Agreement") is made as of this 27th day of July, 2007 between TD Asset Management USA Funds Inc. (the "Company"), a Maryland corporation, and SEI Investments Distribution Co....Distribution Agreement • February 28th, 2008 • TD Asset Management USA Funds Inc. • New York
Exhibit 99.(h)(5) AMENDMENT TO TRANSFER AGENCY AGREEMENT AMENDMENT made as of the 11th day of December, 2007, between TD ASSET MANAGEMENT USA FUNDS INC., a Maryland corporation the ("Company") and CITI FUND SERVICES OHIO, INC., an Ohio corporation,...Transfer Agency Agreement • March 6th, 2008 • TD Asset Management USA Funds Inc.
PURCHASE AGREEMENTPurchase Agreement • December 26th, 2001 • Td Waterhouse Family of Funds Inc
SCHEDULE A FUNDSTD Asset Management USA Funds Inc. • February 28th, 2008
AMENDMENT TOShareholder Services Agreement • December 26th, 2001 • Td Waterhouse Family of Funds Inc
Exhibit 99.1h(23) AMENDMENT NO.3 TO ACCOUNTING SERVICES AGREEMENT THIS AMENDMENT NO. 3 TO ACCOUNTING SERVICES AGREEMENT (this "Amendment"), effective as of the 31st day of August, 2007. by and between TD Asset Management USA Inc. ("Customer"), as...Accounting Services Agreement • February 28th, 2008 • TD Asset Management USA Funds Inc. • Pennsylvania
WITNESSETH:Administration Agreement • December 28th, 2000 • Td Waterhouse Family of Funds Inc
Exhibit (h)(9) SUB-ADMINISTRATION AGREEMENT SUB-ADMINISTRATION AGREEMENT as of the 11th day of April, 2001 between TD Waterhouse Investor Services, Inc. ("TD Waterhouse"), a Delaware corporation, and Funds Distributor, Inc. ("FDI"), a Massachusetts...Sub-Administration Agreement • December 26th, 2001 • Td Waterhouse Family of Funds Inc • New York
WITNESSETH:Investment Management Agreement • February 28th, 2008 • TD Asset Management USA Funds Inc.
EXHIBIT (5) INVESTMENT MANAGEMENT AGREEMENT AGREEMENT made this 15th day of October, 1996, by and between WATERHOUSE INVESTORS CASH MANAGEMENT FUND, INC., a Maryland corporation, whose address is 100 Wall Street, New York, New York 10005 (the "Fund")...Investment Management Agreement • February 28th, 1997 • Waterhouse Investors Cash Management Fund Inc • New York
ARTICLE I DEFINITIONSForeign Custody Manager Agreement • October 13th, 1998 • Waterhouse Investors Family of Funds Inc • New York
CUSTODY AGREEMENTCustody Agreement • March 25th, 2009 • TD Asset Management USA Funds Inc. • New York
AGREEMENT, dated as of March 24, 2009 between TD Asset Management USA Funds Inc., a corporation organized and existing under the laws of the State of Maryland having its principal office and place of business at 31 West 52nd Street, New York, NY 10019 (the “Fund”) and The Bank of New York Mellon, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
WITNESSETH:Administration Agreement • October 13th, 1998 • Waterhouse Investors Family of Funds Inc • New York
FORM OF SHAREHOLDER SERVICES AGREEMENT Dear Sirs:Shareholder Services Agreement • December 12th, 1995 • Waterhouse Investors Cash Management Fund Inc • New York
Exhibit (g)(4) AMENDMENTTd Waterhouse Family of Funds Inc • December 26th, 2001
Exhibit 9(g) ACCOUNTING SERVICES AGREEMENT AGREEMENT dated as of February 27, 1997 between Waterhouse Asset Management, Inc. ("WAM"), a Delaware corporation, and Countrywide Fund Services, Inc. ("Countrywide"), an Ohio corporation. WHEREAS, Waterhouse...Accounting Services Agreement • December 19th, 1997 • Waterhouse Investors Family of Funds Inc • New York
FOREIGN CUSTODY MANAGER AGREEMENTForeign Custody Manager Agreement • March 25th, 2009 • TD Asset Management USA Funds Inc. • New York
WHEREAS, the Fund desires to appoint BNY as a Foreign Custody Manager pursuant to Rule 17f-5 under the Investment Company Act of 1940, as amended, on the terms and conditions contained herein;
WITNESSETH:Agency Agreement • February 28th, 1997 • Waterhouse Investors Cash Management Fund Inc • New York
AGREEMENT made as of the 15th day of October, 1996 by and among WATERHOUSE NATIONAL BANK, a national banking association (the "Bank"), NATIONAL INVESTOR SERVICES CORP., a Delaware corporation ("NISC"), and WATERHOUSE SECURITIES, INC., a Delaware corporation ("Waterhouse Securities") (NISC and Waterhouse Securities each may be referred to separately herein as a "Sub-Agent" and together as the "Sub-Agents").
DISTRIBUTION AGREEMENT WATERHOUSE INVESTORS CASH MANAGEMENT FUND, INC. 100 WALL STREET NEW YORK, NY 10005Distribution Agreement • December 12th, 1995 • Waterhouse Investors Cash Management Fund Inc • New York
Exhibit 99.1e(2) [[AGREEMENTHEADER]] SEI INVESTMENTS DISTRIBUTION CO. SUB- DISTRIBUTION AND SERVICING AGREEMENT Ladies and Gentlemen: SEI Investments Distribution Co., a Pennsylvania corporation, serves as distributor (the "Distributor") of TD Asset...TD Asset Management USA Funds Inc. • February 28th, 2008 • Pennsylvania
ARTICLE I. DEFINITIONSCustody Agreement • December 12th, 1995 • Waterhouse Investors Cash Management Fund Inc
Exhibit (e)(1) DISTRIBUTION AGREEMENT TD WATERHOUSE FAMILY OF FUNDS, INC. 100 WALL STREET NEW YORK, NY 10005Distribution Agreement • December 26th, 2001 • Td Waterhouse Family of Funds Inc • New York
Exhibit (d)(2) INVESTMENT MANAGEMENT AGREEMENT AGREEMENT made this 26th day of February, 1998, by and between WATERHOUSE INVESTORS FAMILY OF FUNDS, INC., a Maryland corporation, whose address is 100 Wall Street, New York, New York 10005 (the "Fund")...Investment Management Agreement • October 13th, 1998 • Waterhouse Investors Family of Funds Inc • New York
Exhibit (l)(2) SUBSCRIPTION AGREEMENT Waterhouse Investors Family of Funds, Inc. (the "Company"), a Maryland corporation, and FDI Distribution Services, Inc. ("FDI"), a Delaware corporation, hereby agree with each other as follows: 1. The Company...Subscription Agreement • October 13th, 1998 • Waterhouse Investors Family of Funds Inc
FUNDS DISTRIBUTOR, INC. Distributor DEALER AGREEMENTDealer Agreement • December 18th, 2006 • TD Asset Management USA Funds Inc. • Massachusetts
As the distributor of the shares (“Shares”) of each investment company portfolio (“Fund”), of the investment company or companies covered hereunder (collectively, “Company”) which may be amended by us from time to time, Funds Distributor, Inc. (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this letter, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words refer to the dealer executing this agreement, including its associated persons.
WITNESSETH:Transfer Agency and Dividend Disbursing Agency Agreement • October 15th, 1999 • Waterhouse Investors Family of Funds Inc • New York
EXHIBIT (9)(e) ADMINISTRATION AGREEMENT AGREEMENT made as of the 15th day of October, 1996 by and between WATERHOUSE INVESTORS CASH MANAGEMENT FUND, INC., a Maryland corporation (the "Fund"), on its own behalf and on behalf of its Money Market...Administration Agreement • February 28th, 1997 • Waterhouse Investors Cash Management Fund Inc • New York
AMENDMENT TO TRANSFER AGENCY AGREEMENTTransfer Agency Agreement • September 11th, 2013 • TD Asset Management USA Funds Inc.
Amendment made as of the 20th day of June, 2013, between TD ASSET MANAGEMENT USA FUNDS INC., a Maryland Corporation (the “Company”) and CITI FUND SERVICES OHIO, INC., an Ohio Corporation (“Citi”), to that certain Transfer Agency Agreement, dated December 18, 2006, between the Company and Citi, as amended on December 11, 2007 (as in effect on the date hereof, the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.
WITNESSETH:Transfer Agency and Dividend Disbursing Agency Agreement • December 28th, 2000 • Td Waterhouse Family of Funds Inc
EXHIBIT (9)(a) TRANSFER AGENCY AND DIVIDEND DISBURSING AGENCY AGREEMENT AGREEMENT made as of the 15th day of October, 1996 by and between WATERHOUSE INVESTORS CASH MANAGEMENT FUND, INC., a Maryland corporation (the "Fund"), on its own behalf and on...Disbursing Agency Agreement • February 28th, 1997 • Waterhouse Investors Cash Management Fund Inc • New York
SUBADVISORY AGREEMENTManagement Agreement • March 22nd, 2013 • TD Asset Management USA Funds Inc. • New York
WHEREAS, the Investment Manager has entered into an Investment Management Agreement dated as of March 8, 2013, as amended (the “Management Agreement”) with TD Asset Management USA Funds Inc. (the “Company”), an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”);
AMENDMENT NO. 4 TO ACCOUNTING SERVICES AGREEMENTAccounting Services Agreement • March 25th, 2009 • TD Asset Management USA Funds Inc.
THIS AMENDMENT NO. 4 TO ACCOUNTING SERVICES AGREEMENT (this “Amendment”), effective as of the 17th day of June, 2008, by and between TD Asset Management USA Inc. (“Customer”), as successor to TD Waterhouse Investor Services, Inc. and SEI Investments Global Funds Services (formerly SEI Investments Mutual Fund Services), a Delaware business trust (“SEI”).
WATERHOUSE NATIONAL BANK INDIVIDUAL RETIREMENT ACCOUNT CUSTODIAL ACCOUNT AGREEMENT & DISCLOSURE STATEMENT Please save this agreement for future reference. Article I Introduction This Agreement is established pursuant to which Waterhouse National Bank,...Customer Agreement • February 28th, 1997 • Waterhouse Investors Cash Management Fund Inc • New York
WITNESSETH:Administration Agreement • December 12th, 1995 • Waterhouse Investors Cash Management Fund Inc • New York
AMENDMENT NO. 5 TO COMPLIANCE SERVICES AGREEMENTCompliance Services Agreement • May 29th, 2013 • TD Asset Management USA Funds Inc.
AMENDMENT No. 5 made as of the 20th day of March, 2013, between TD Asset Management USA Funds Inc. (the “Company”), a Maryland corporation, on its own behalf and on behalf of the portfolios listed on Schedule 2 (individually referred to as a “Fund” and collectively as “Funds”) and Citi Fund Services Ohio, Inc., formerly known as BISYS Fund Services Ohio, Inc., an Ohio corporation (“Citi”), to that certain Compliance Services Agreement, dated June 1, 2007, between the Company and Citi as amended (the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.
