DISTRIBUTION AGREEMENT DREYFUS PREMIER MANAGER FUNDS II 200 Park Avenue New York, New York 10166Distribution Agreement • October 16th, 2003 • Dreyfus Premier Tp Balanced Fund
This is to confirm that, in consideration of the agreements hereinafter contained, the above-named investment company (the "Fund") has agreed that you shall be, for the period of this agreement, the distributor of (a) shares of each series of the Fund set forth on Exhibit A hereto, as such Exhibit may be revised from time to time (each a "Series") or (b) if no Series are set forth on such Exhibit, shares of the Fund. For purposes of this agreement the term "Shares" shall mean the authorized shares of the relevant Series, if any, and otherwise shall mean the Fund's authorized shares.
MANAGEMENT AGREEMENT DREYFUS PREMIER MANAGER FUNDS II 200 Park Avenue New York, New York 10166Management Agreement • October 16th, 2003 • Dreyfus Premier Tp Balanced Fund
The above-named investment company (the "Fund") consisting of the series named on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Series"), herewith confirms its agreement with you as follows:
MUTUAL FUND CUSTODY AND SERVICES AGREEMENTAnd Services Agreement • October 16th, 2003 • Dreyfus Premier Tp Balanced Fund • Pennsylvania
DREYFUS PREMIER MANAGER FUNDS II (formerly known as SSL-1995-6) Amended and Restated Agreement and Declaration of TrustDreyfus Premier • October 16th, 2003 • Dreyfus Premier Tp Balanced Fund • Massachusetts
THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST, made as of the 19th day of September, 2003 by the Trustee hereunder (hereinafter with any additional and successor trustees referred to as the "Trustees") and by the holders of Shares (as defined herein) of beneficial interest to be issued hereunder as hereinafter provided, hereby amends and restates in its entirety the Agreement and Declaration of Trust dated July 24, 1995 made at Boston, Massachusetts.
SUB-INVESTMENT ADVISORY AGREEMENT THE DREYFUS CORPORATION 200 Park Avenue New York, New York 10166Sub-Investment Advisory Agreement • October 16th, 2003 • Dreyfus Premier Tp Balanced Fund • New York
As you are aware, Dreyfus Premier Manager Funds II (the "Fund") desires to employ the capital of the series named on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Series"), by investing and reinvesting the same in investments of the type and in accordance with the limitations specified in the Fund's charter documents and in the Series' Prospectus and Statement of Additional Information as from time to time in effect, copies of which have been or will be submitted to you, and in such manner and to such extent as from time to time may be approved by the Fund's Board. The Fund employs The Dreyfus Corporation (the "Adviser") to act as its investment adviser pursuant to a written agreement (the "Management Agreement"), a copy of which has been furnished to you. The Adviser desires to employ you to act as the Series' sub-investment adviser.
BY-LAWS OF DREYFUS PREMIER MANAGER FUNDS IIDreyfus Premier Tp Balanced Fund • October 16th, 2003
