ASSIGNMENT AGREEMENT
AGREEMENT, made as of the 1st day of October, 1993, between Xxxxxxxxx
Xxx Investor Services Corp., a Florida corporation; Ivy Fund, a Massachusetts
business trust ("Trust"); and Ivy Management Inc., a Massachusetts corporation.
WHEREAS, the Trust is registered with the Securities and Exchange
Commission as an open-end management investment company under the Investment
Company Act of 1940, as amended ("Act"); and
WHEREAS, the Trust consists of several portfolios or "Series"; and
WHEREAS, the Trust and Ivy Management Inc. entered into a Transfer Agency
and Shareholder Services Agreement on January 1, 1992, under which Ivy
Management Inc. serves as transfer agent and shareholder services agent for the
Series of the Trust; and
WHEREAS, Ivy Management Inc. desires that its interest in the Transfer
Agency and Shareholder Services Agreement be assigned to Xxxxxxxxx Xxx Investor
Services Corp. and Xxxxxxxxx Xxx Investor Services Corp. desires to assume Ivy
Management Inc.'s interest under the terms of the Transfer Agency and
Shareholder Services Agreement; and
WHEREAS, Ivy Management Inc. and the Trust agree to the terms of this
assignment.
NOW, THEREFORE, it is agreed as follows:
1. Assignment. Effective as of October 1, 1993, Ivy Management Inc. hereby
assigns to Xxxxxxxxx Xxx Investor Services Corp. all of its interest in the
Transfer Agency and Shareholder Services Agreement, dated January 1, 1992, to
which it is a party with the Trust.
2. Performance of Duties. Xxxxxxxxx Xxx Investor
Services Corp. hereby assumes and agrees to perform
all of Ivy Management Inc.'s duties and obligations
under the Transfer Agency and Shareholder Services
Agreement and to be subject to all of the terms and
conditions of said Agreement as if they applied to
Xxxxxxxxx Xxx Investor Services Corp., and Xxxxxxxxx
Xxx Investor Services Corp. shall indemnify and hold
harmless Ivy Management Inc. from any claim or demand
made thereunder arising or incurred after the
effective date designated above.
3. Consent. The Trust and Ivy Management Inc. hereby consent to this
assignment by Ivy Management Inc. of its rights under the Transfer
Agency and Shareholder Services Agreement to Xxxxxxxxx Xxx Investor Services
Corp. and the assumption by Xxxxxxxxx Xxx Investor Services Corp. of Ivy
Management Inc.'s interest in such Agreement and the duties and obligations
thereunder, and agree, subject to the terms and conditions of said Agreement, to
look to Xxxxxxxxx Xxx Investor Services Corp. for the performance of the
transfer agent's and shareholder services agent's duties and obligations under
said Agreement in return for the consideration provided for in said Agreement.
4. Limitation of Liability of Trustees, Officers, and
Shareholders. A copy of the Agreement and Declaration
of Trust of the Trust is on file with the Secretary
of State of the Commonwealth of Massachusetts, and
notice is hereby given that this instrument is
executed on behalf of the Trustees of the Trust as
Trustees and not individually and that the
obligations of this instrument are not binding upon
any of the Trustees, officers or shareholders of the
Trust, but are binding only upon the assets and
property of the Trust.
IN WITNESS WHEREOF, the parties hereto have caused this Assignment Agreement to
be executed by their duly authorized officers hereunto duly attested.
Attest:
/s/ X. XXXXXXX FERRIS_______ By:_/S/ XXXXXXX X. LANDRY______________
C. Xxxxxxx Xxxxxx, Secretary Xxxxxxx X. Xxxxxx, President
Ivy Management Inc.
Date: October 1, 1993
Attest:
/s/ X. XXXXXXX FERRIS_______ By:_/S/ XXXXXXX X. LANDRY______________
C. Xxxxxxx Xxxxxx, Secretary Xxxxxxx X. Xxxxxx, President
Ivy Fund
Date: October 1, 1993
Attest:
/s/ X. XXXXXXX FERRIS_______ By:__/S/ XXXXX X. CARLSON__________
C. Xxxxxxx Xxxxxx, Secretary Xxxxx X. Xxxxxxx, President
Xxxxxxxxx Xxx Investor
Services Corp.
Date: October 1, 1993