0001193125-18-267491 Sample Contracts

AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT AllianzGI Convertible & Income Fund II
Investment Management Agreement • September 6th, 2018 • AllianzGI Convertible & Income Fund II

This Amended and Restated Investment Management Agreement, dated October 1, 2016 (the “Agreement”), by and between AllianzGI Convertible & Income Fund II (formerly known as Nicholas-Applegate Convertible & Income Fund II), a Massachusetts business trust (the “Fund”), and Allianz Global Investors U.S. LLC, a Delaware limited liability company (the “Manager”), amends and restates the Investment Management Agreement, dated as of July I6, 2003 (the “Prior Agreement”), between the Fund and PIMCO Advisors Fund Management LLC (predecessor in interest to Allianz Global Investors Fund Management LLC (“AGIFM”)).

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ALLIANZGI CONVERTIBLE & INCOME FUND II 4,360,000 Shares of 5.50% Series A Cumulative Preferred Shares UNDERWRITING AGREEMENT
Underwriting Agreement • September 6th, 2018 • AllianzGI Convertible & Income Fund II • New York
FORM OF ADDENDUM TO TRANSFER AGENCY AND REGISTRAR SERVICES AGREEMENT
Transfer Agency and Registrar Services Agreement • September 6th, 2018 • AllianzGI Convertible & Income Fund II

This Addendum (this “Addendum”), is made as of September , 2018, by and between AllianzGI Convertible & Income Fund II, a Massachusetts business Trust (the “Company”) and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST”).

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