0001104659-12-047879 Sample Contracts

Transfer Agency and Service Agreement Between Each of the Aberdeen Closed-End Funds Listed on Schedule A and Computershare Trust Company, N.A. and Computershare Inc.
Transfer Agency and Service Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Massachusetts

THIS AGREEMENT effective as of the 23rd day of July, 2010 by and between each of the Aberdeen Closed-End Funds listed herein on Schedule A attached hereto, which Schedule may be amended from time to time, each a corporation having its principal office and place of business at 1735 Market Street, 32nd Floor, Philadelphia, PA 19103 (each a “Company” and collectively, the “Companies”), and Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, having its principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021 (collectively, the “Transfer Agent” or individually, “Computershare” and the “Trust Company”, respectively).

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SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

THIS AGREEMENT is made and entered into as of the 1st day of March, 2012 (“Effective Date”), by and among ABERDEEN ASIA-PACIFIC INCOME FUND, INC. (the “Fund”), a Maryland corporation, ABERDEEN ASSET MANAGEMENT ASIA LIMITED (the “Manager”) a Singapore corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and ABERDEEN ASSET MANAGERS LIMITED, a United Kingdom corporation (the “Sub-Adviser”), and also registered under the Advisers Act.

SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Massachusetts

Agreement dated as of February 26, 2010 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).

AMENDMENT TO CUSTODIAN CONTRACT
Custodian Contract • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc

This Amendment to Custodian Contract (the “Amendment”) is made as of February 26, 2010, by and between Aberdeen Asia-Pacific Income Fund, Inc. (the “Fund”) and State Street Bank and Trust Company, a Massachusetts trust company (“Custodian”).

CREDIT AGREEMENT dated as of April 15, 2009 among ABERDEEN ASIA-PACIFIC INCOME FUND, INC., THE LENDERS PARTY HERETO, and THE BANK OF NOVA SCOTIA, as Administrative Agent
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

CREDIT AGREEMENT, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation, the Lenders party hereto, and The Bank of Nova Scotia, as Administrative Agent (in such capacity, the “Administrative Agent”).

AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc

AMENDMENT, effective as of February 1, 2010, to the Administration Agreement dated as of September 30, 2004 as amended (the “Amended Agreement”) between Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Fund”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).

AMENDMENT NO. 4 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 4 (this “Amendment”), dated as of April 11, 2012, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent (the “Administrative Agent”), as amended by Amendment No. 1, dated as of April 14, 2010, to Credit Agreement, Amendment No. 2, dated as of April 13, 2011, to Credit Agreement, and Amendment No. 3 and Waiver No. 1, dated as of September 7, 2011, to Credit Agreement (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 2 (this “Amendment”), dated as of April 13, 2011, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent, as amended by Amendment No. 1 to Credit Agreement, dated as of April 14, 2010 (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

INVESTOR RELATIONS SERVICES AGREEMENT
Investor Relations Services Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Pennsylvania

AGREEMENT effective as of February 1, 2010 between the registered closed-end investment companies listed on Schedule A (hereinafter referred to collectively as the “Funds” and, individually, as a “Fund”) and Aberdeen Asset Management Inc. (hereinafter referred to as “AAMI”). This Agreement supersedes any prior investor relations services agreements with AAMI for any of the Funds. In consideration of the mutual agreements herein made, the Funds and AAMI understand and agree as follows:

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 1 (this “Amendment”), dated as of April 14, 2010, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

AMENDMENT NO. 3 AND WAIVER NO. 1 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 3 and WAIVER NO. 1 (this “Amendment”), dated as of September 7, 2011, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent (the “Administrative Agent”), as amended by Amendment No. 1, dated as of April 14, 2010, to Credit Agreement and Amendment No. 2, dated as of April 13, 2011, to Credit Agreement (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

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