0001193125-18-206045 Sample Contracts

TENDER OFFER AGREEMENT
Tender Offer Agreement • June 28th, 2018 • AllianzGI Convertible & Income Fund II • New York

This Agreement (“Agreement”) is made and entered into as of the 18th day of June, 2018, by and among AllianzGI Convertible & Income Fund (“NCV”), AllianzGI Convertible & Income Fund II (“NCZ” and, together with NCV, each, a “Fund” and, together, the “Funds”), Allianz Global Investors U.S. LLC (“AllianzGI U.S.” and, together with the Funds, the “Fund Parties”) and WFC Holdings, LLC (“ARPS Holder”).

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