ASSIGNMENT AND ASSUMPTION AGREEMENT
EX-99.h.1.iii
ASSIGNMENT AND ASSUMPTION AGREEMENT
This Assignment and Assumption Agreement (“Agreement”) dated as of November 1, 2014 is entered into by and between Delaware Service Company, Inc., a Delaware corporation (“Assignor”), and Delaware Investments Fund Services Company, a Delaware statutory trust (“Assignee”).
WITNESSETH
WHEREAS, Assignor is a party to certain Shareholder Services Agreements listed on Schedule A between certain fund registrants on behalf of the funds listed on Schedule A and Assignor (the “Assigned Contract”); and
WHEREAS, Assignee is a wholly-owned subsidiary of Assignor that was formed for the purposes of, among other things, to provide, or contract for the provision of, the following services to mutual fund clients: transfer agent services; shareholder servicing; fund accounting services; and oversight of transfer agent services, shareholder services and fund accounting services; and
WHEREAS, Assignor desires to contribute and assign to Assignee all of Assignor’s right, title and interest in and to the Assigned Contract and Assignee desires to assume Assignor’s obligations under the Assigned Contract.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, intending to be legally bound, Assignee and Assignor hereby agree as follows:
1. Assignment. Assignor hereby contributes, grants, transfers, sets over, conveys, assigns and delivers to Assignee, its successors and assigns, all of its title, rights, interests, benefits and privileges in and to the Assigned Contract.
2. Assumption. Assignee hereby undertakes, assumes and agrees to perform, pay and discharge when due all of the obligations under the Assigned Contract arising and accruing from and after the date hereof. For the sake of clarity, Assignee shall not assume or be responsible for obligations under the Assigned Contract that pertain to periods prior to the date hereof or that relate to any failure to perform, improper performance or other breach, default or violation by Assignor prior to the date hereof.
3. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without reference to the conflicts of laws principles.
4. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.
5. Counterparts. This Agreement may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed to be an original hereof and all of which, when taken together, shall constitute one and the same instrument.
IN WITNESS WHEREOF, Assignee and Assignor have each caused this Agreement to be duly executed in its corporate name by a duly authorized representative as of the 1st day of November, 2014.
| ASSIGNOR: | |
| DELAWARE SERVICE COMPANY, INC. | |
| By: | /S/ XXXXXXX XXXXX |
| Name: | |
| Title: | |
| ASSIGNEE: | |
| DELAWARE INVESTMENTS FUND | |
| SERVICES COMPANY | |
| By: | /S/ XXXXXXX XXXXX |
| Name: | |
| Title: | |
SCHEDULE A
| REGISTRANT/FUND |
| Delaware Group® Adviser Funds |
| Delaware Diversified Income Fund |
| Delaware Global Real Estate Opportunities Fund |
| Delaware U.S. Growth Fund |
| Delaware Group® Cash Reserve |
| Delaware Cash Reserve® Fund |
| Delaware Group® Equity Funds I |
| Delaware Mid Cap Value Fund |
| Delaware Group® Equity Funds II |
| Delaware Value® Fund |
| Delaware Group® Equity Funds IV |
| Delaware Healthcare Fund |
| Delaware Xxxx Cap Growth Fund |
| Delaware Group® Equity Funds V |
| Delaware Dividend Income Fund |
| Delaware Small Cap Core Fund |
| Delaware Small Cap Value Fund |
| Delaware Group® Foundation Funds |
| (Delaware Foundation Funds®) |
| Delaware Foundation® Conservative Allocation Fund |
| Delaware Foundation® Growth Allocation Fund |
| Delaware Foundation® Moderate Allocation Fund |
| Delaware Group® Global & International Funds |
| Delaware Emerging Markets Fund |
| Delaware Focus Global Growth Fund |
| Delaware Global Value Fund |
| Delaware International Value Equity Fund |
| Delaware Group® Government Fund |
| Delaware Core Plus Bond Fund |
| Delaware Emerging Markets Debt Fund |
| Delaware
Inflation Protected Bond Fund |
| REGISTRANT/FUND |
| Delaware Group® Income Funds |
| Delaware Corporate Bond Fund |
| Delaware Diversified Floating Rate Fund |
| Delaware Extended Duration Bond Fund |
| Delaware High-Yield Opportunities Fund |
| Delaware Group® Limited-Term Government Funds |
| Delaware Limited-Term Diversified Income Fund |
| Delaware Group® State Tax-Free Income Trust |
| Delaware Tax-Free Pennsylvania Fund |
| Delaware Group® Tax-Free Fund |
| Delaware Tax-Free USA Fund |
| Delaware Tax-Free USA Intermediate Fund |
| Delaware Pooled® Trust |
| The Core Plus Fixed Income Portfolio |
| The Emerging Markets Portfolio |
| The Emerging Markets Portfolio II |
| The Focus Xxxx-Cap Growth Equity Portfolio |
| The High-Yield Bond Portfolio |
| The International Equity Portfolio |
| The Labor Select International Equity Portfolio |
| The Large-Cap Growth Equity Portfolio |
| The Large-Cap Value Equity Portfolio |
| The Real Estate Investment Trust Portfolio |
| (also known as Delaware REIT Fund) |
| The Select 20 Portfolio |
| Delaware VIP® Trust |
| Delaware VIP® Diversified Income Series |
| Delaware VIP® Emerging Markets Series |
| Delaware VIP® High Yield Series |
| Delaware VIP® International Value Equity Series |
| Delaware VIP® Limited-Term Diversified Income Series |
| Delaware VIP® REIT Series |
| Delaware VIP® Small Cap Value Series |
| Delaware VIP® Xxxx Cap Growth Series |
| Delaware VIP® U.S. Growth Series |
| Delaware VIP® Value
Series |
| REGISTRANT/FUND |
| Voyageur Insured Funds |
| Delaware Tax-Free Arizona Fund |
| Voyageur Intermediate Tax Free Funds |
| Delaware Tax-Free Minnesota Intermediate Fund |
| Voyageur Mutual Funds |
| Delaware Minnesota High-Yield Municipal Bond Fund |
| Delaware National High-Yield Municipal Bond Fund |
| Delaware Tax-Free California Fund |
| Delaware Tax-Free Idaho Fund |
| Delaware Tax-Free New York Fund |
| Voyageur Mutual Funds II |
| Delaware Tax-Free Colorado Fund |
| Voyageur Mutual Funds III |
| Delaware Select Growth Fund |
| Voyageur Tax Free Funds |
| Delaware
Tax-Free Minnesota Fund |
