DISTRIBUTION AGREEMENTDistribution Agreement • May 1st, 2006 • Stewart W P & Co Growth Fund Inc • Colorado
AGREEMENT dated as of September 30, 2005, between W.P. Stewart & Co. Growth Fund, Inc. (the “Fund”), an open-end, management investment company organized as a corporation under the laws of the State of Maryland, having its principal place of business at 527 Madison Avenue, 20th Floor, New York, New York 10022 and ALPS Distributors, Inc., a Colorado corporation and a registered broker-dealer under the Securities Exchange Act of 1934, having its principal place of business at 1625 Broadway, Suite 2200, Denver, Colorado 80202 (the “Distributor”).
Attention: Treasurer RE: Third Amendment to Loan Agreement Ladies and Gentlemen:Stewart W P & Co Growth Fund Inc • May 1st, 2006
Pursuant to a loan agreement dated April 29, 2003 (as amended, the “Loan Agreement”), State Street Bank and Trust Company (the “Bank”) has made available a $5,000,000 committed unsecured revolving line of credit (the “Committed Line”) to W.P. Stewart & Co. Growth Fund, Inc. (the “Borrower”), a Maryland corporation. Obligations of the Borrower with respect to Loans made pursuant to the Committed Line are evidenced by a promissory note dated April 29, 2003 in the original principal amount of $5,000,000 (the “Note”), executed by the Borrower to the order of the Bank. Capitalized terms not hereinafter defined shall have the same meanings as set forth in the Loan Agreement.
