0001206774-07-001579 Sample Contracts

THIRD AMENDED AND RESTATED FINANCIAL INTERMEDIARY DISTRIBUTION AGREEMENT
Financial Intermediary Distribution Agreement • June 18th, 2007 • Delaware Group State Tax-Free Income Trust • Pennsylvania

Third Amended and Restated Financial Intermediary Distribution Agreement (the "Agreement") effective as of the 1st of January, 2007, by and between DELAWARE DISTRIBUTORS, L.P. ("DDLP"), Delaware limited partnership, and LINCOLN FINANCIAL DISTRIBUTORS, INC. ("LFD"), a Connecticut corporation.

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Delaware Management Company 2005 Market Street Philadelphia, PA 19103
Delaware Group State Tax-Free Income Trust • June 18th, 2007

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Delaware Management Company, a series of Delaware Management Business Trust (the “Manager”), agrees that in order to improve the performance of Delaware Tax-Free Pennsylvania Fund (the “Fund”), which is a series of Delaware Group State Tax-Free Income Trust, the Manager shall waive all or a portion of its investment advisory fees and/or reimburse expenses (excluding any 12b-1 plan expenses, taxes, interest, inverse floater program expenses, brokerage fees, short-sale dividend and interest expenses, certain insurance costs, and non-routine expenses or costs, including, but not limited to, those relating to reorganizations, litigation, conducting shareholder meetings, and liquidations (collectively, “non-routine expenses”)) in an aggregate amount equal to the amount by which the Fund’s total operating expenses (excluding any 12b-1 plan expenses, taxes, interest, inverse floater program expe

SCHEDULE B SHAREHOLDER SERVICES AGREEMENT COMPENSATION SCHEDULE EFFECTIVE JUNE 1, 2007 DELAWARE INVESTMENTS FAMILY OF FUNDS
Shareholder Services Agreement • June 18th, 2007 • Delaware Group State Tax-Free Income Trust
Delaware Distributors, L.P. 2005 Market Street Philadelphia, PA 19103
Delaware Group State Tax-Free Income Trust • June 18th, 2007

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Delaware Distributors, L.P. (the “Distributor”) agrees that in order to improve the performance of Delaware Tax-Free Pennsylvania Fund (the “Fund”), which is a series of Delaware Group State Tax-Free Income Trust, the Distributor shall waive a portion of the Rule 12b-1 (distribution) fees for the Fund’s Class A Shares, so that such Fund’s Rule 12b-1 (distribution) fees will not exceed 0.25% for the period July 1, 2007 through June 30, 2008.

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