WELLS FARGO SECURITIES, LLC FORM OF MASTER AGREEMENT AMONG UNDERWRITERS REGISTERED SEC OFFERINGS (INCLUDING MULTIPLE SYNDICATE OFFERINGS) AND EXEMPT OFFERINGS (OTHER THAN OFFERINGS OF MUNICIPAL SECURITIES)Master Agreement Among Underwriters • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
This Master Agreement Among Underwriters (this “Master AAU”), dated as of July 6, 2009, is by and between Wells Fargo Securities, LLC (“Wells Fargo Securities,” “we” or “us”) and the party named on the signature page hereof (an “Underwriter,” as defined in Section 1.1 hereof, or “you”). From time to time we or one or more of our affiliates may invite you (and others) to participate on the terms set forth herein as an underwriter or an initial purchaser, or in a similar capacity, in connection with certain offerings of securities that are managed solely by us or with one or more other co-managers. If we invite you to participate in a specific offering and sale of securities (an “Offering”) to which this Master AAU will apply, we will send the information set forth in Section 1.1 hereof to you by one or more wires, telexes, telecopy or electronic data transmissions, or other written communications (each, a “Wire,” and collectively, an “AAU”), unless you are otherwise deemed to have accep
FORM OF STRUCTURING FEE AGREEMENTStructuring Fee Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
Reference is made to the Underwriting Agreement dated [·], 2011 (the “Underwriting Agreement”), by and among Duff & Phelps Global Utility Income Fund Inc. (the “Fund”), Duff & Phelps Investment Management Co. (the “Investment Manager”) and each of the Underwriters named therein (the “Underwriters”), severally, with respect to the issue and sale of the Fund’s shares of common stock, par value $0.001 (the “Common Shares”), as described therein (the “Offering”). Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Underwriting Agreement.
DUFF & PHELPS GLOBAL UTILITY INCOME FUND INC. Common Shares of Beneficial Interest $20.00 per Share FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
WELLS FARGO SECURITIES, LLC MASTER SELECTED DEALERS AGREEMENTMaster Selected Dealers Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
Transfer Agency and Service Agreement Between Duff & Phelps Global Utility Income Fund Inc. and Computershare Trust Company, N.A. and Computershare Inc.Transfer Agency and Service Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • Massachusetts
AGREEMENT effective as of the 1st day of June, 2011 by and between Duff & Phelps Global Utility Income Fund Inc. a Maryland corporation, , having its principal office and place of business at 200 South Wacker Drive, Suite 500, Chicago IL 60606, (the “Company”), 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).
MASTER CUSTODY AGREEMENTMaster Custody Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
AGREEMENT, dated as of June 10, 2011 between each entity listed in Exhibit A hereto (each, a “Fund” and collectively, the “Funds”), and The Bank of New York Mellon, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).
FORM OF ACCOUNTING SERVICES AGREEMENTAccounting Services Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc.
This Accounting Services Agreement (“Agreement”) is made effective as of , 2011 by and between DUFF & PHELPS GLOBAL UTILITY INCOME FUND INC., a Maryland corporation (the “Fund”) and BNY MELLON INVESTMENT SERVICING (US) INC., a Massachusetts corporation (“BNY Mellon”).
FORM OF ADMINISTRATION AGREEMENTAdministration Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • Illinois
This ADMINISTRATION AGREEMENT, made as of the [—] day of [—], 2011 between DUFF & PHELPS GLOBAL UTILITY INCOME FUND INC., a Maryland corporation (the “Fund”), and VP DISTRIBUTORS, INC., a Connecticut corporation (the “Administrator”).
FORM OF INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
THIS INVESTMENT ADVISORY AGREEMENT, dated as of June [—], 2011, is by and between DUFF & PHELPS GLOBAL UTILITY INCOME FUND INC. (the “Fund”), a Maryland corporation, and DUFF & PHELPS INVESTMENT MANAGEMENT CO. (the “Adviser”), an Illinois corporation.
FOREIGN CUSTODY MANAGER AGREEMENTForeign Custody Manager Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
AGREEMENT made as of June 10, 2011 by and between each entity listed on Annex I attached hereto (the “Fund”) and The Bank of New York Mellon (“BNY”).
Duff & Phelps Global Utility Income Fund Inc. Re: Accounting Services Fees Dear Sir/Madam: This letter dated as of , 2011, constitutes our agreement with respect to compensation to be paid to BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”)...Accounting Services Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc.
SUBSCRIPTION AGREEMENTSubscription Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc.
WHEREAS, there has been organized under the laws of the State of Maryland, a corporation known as Duff & Phelps Global Utility Income Fund Inc. (the “Fund”).
FORM OF FEE WAIVER AGREEMENTFee Waiver Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc. • New York
By this Agreement, Duff & Phelps Investment Management Co. (“DPIM”) agrees to reimburse and/or waive certain fees or expenses of the Duff & Phelps Global Utility Income Fund Inc. (the “Fund”), on the terms and subject to the conditions set forth herein.
FORM OF SERVICE AGREEMENTService Agreement • June 27th, 2011 • Duff & Phelps Global Utility Income Fund Inc.
DUFF & PHELPS GLOBAL UTILITY INCOME FUND INC., a Maryland corporation registered under the Investment Company Act of 1940 (“1940 Act”) as a closed-end diversified management investment company (“Fund”), DUFF & PHELPS INVESTMENT MANAGEMENT CO., an Illinois corporation registered under the Investment Advisers Act of 1940 (“Advisers Act”) as an investment adviser (“Manager”) and VIRTUS PARTNERS, INC., a Delaware corporation (“Virtus”), agree that:
