Common use of CONTRACTUAL STATUS Clause in Contracts

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach SCHEDULE A COMPENSATION 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be Provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist of an annual per account charge coupled with a series of transaction charges. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. Section 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the FundDirectors, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. Section 10.2 This Agreement may not be assigned without the approval of the Fund. Section 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ---------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ATTEST: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE DELAWARE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ----------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ATTEST: /s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- --------------------------- ▇▇▇▇▇▇▇ ▇. Beach SCHEDULE A COMPENSATION 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. For the period commencing October 1, 1984, the charge will be at the annual rate of $9.50 per account. SCHEDULE A COMPENSATION 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be Provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist of an annual per account charge coupled with a series of transaction charges. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. Section 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the FundTrustees, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. Section 10.2 This Agreement may not be assigned without the approval of the Fund. Section 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ /S/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- -------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ATTEST:/S/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ------------------------ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP DMC TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ INCOME TRUST - PENNSYLVANIA /S/▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ----------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ATTEST:/S/▇▇▇▇▇▇▇ ▇. BEACH ------------------- ▇▇▇▇▇▇▇ ▇. Beach -------------------------- SCHEDULE A COMPENSATION 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇▇▇▇ ▇, and the Fund will pay, such compensation monthly. 3. Beach For the period commencing October 1, 1984, the charge will be at the annual rate of $17.25 per account. SCHEDULE A COMPENSATION 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be Provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist of an annual per account charge coupled with a series of transaction charges. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. Section 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the FundDirectors, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. Section 10.2 This Agreement may not be assigned without the approval of the Fund. Section 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ATTEST:/s/Eric ▇. ▇▇▇▇▇▇ /s/Wint▇▇▇▇ ▇. ▇▇▇▇▇▇ ----------------- --------------------- Eric ▇. ▇▇▇▇▇▇ ------------------------------- ▇▇Wint▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ Assistant Secretary Chairman and Chief Executive Officer DELAWARE GROUP TREASURY RESERVES, INC. FOR THE INVESTORS SERIES ATTEST:/s/Eric ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇By:/s/Wayn▇ ▇. ▇▇▇▇▇ -------------------------------- ----------------- ----------------- Eric ▇. ▇▇▇▇▇▇ Wayn▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach SCHEDULE A COMPENSATIONAssistant Secretary President 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be Provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining ▇▇▇ermining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will bill, ▇▇▇▇, and d the Fund will pay, such compensation monthly. 3. The fee will consist of an annual per account charge coupled with a series of transaction charges. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00------------------

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ /s/▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ----------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Executive Vice President/ Finance and Administration Attest:/s/▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ --------------------------------- ▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ Vice President/ Assistant Secretary DELAWARE GROUP TAX-FREE FUND, INC. FOR TAX-FREE USA INSURED INTERMEDIATE FUND SERIES /s/ /s/▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ------------------------------ ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ Chairman Attest:/s/▇▇▇▇ ▇. ▇▇▇▇▇▇ -------------------------- ▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Vice President/ Assistant Secretary SCHEDULE A COMPENSATION 1. DSC Delaware Service Company (DSC) will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee For the period commencing April 1, 1992, the charge will consist of two charges for all the Funds in the Delaware Group except the Premium Fund and the Delaware Pooled Trust, an annual charge and a per account charge coupled with a series of transaction chargescharge. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 11.00 per annum Other Funds $4.20 5.50 per annum Large Retirement Plan Automated Account 6.00 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.350.25 2. New Account 5.756.00 3. Purchase: : a. Wire 6.00 8.00 b. Money Market Automated 1.50 1.50 c. Other 2.25 2.60 4. Transfer 2.25 8.00 5. Certificate Issuance 2.004.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00.75

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-non- interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ▇By: /s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ------------------------------- ▇---------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Attest:/s/ Title: President Attest: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ --------------------------- Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President/ Assistant Secretary DELAWARE GROUP DELAWARE FUND, INC. for the DIVIDEND GROWTH FUND SERIES By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ ---------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Chairman Attest: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Title: Vice President/ Assistant Secretary SCHEDULE A COMPENSATION 1. DSC Delaware Service Company (DSC) will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee For the period commencing April 1, 1993, the charge will consist of two charges for all the Funds in the Delaware Group except the Premium Fund and the Delaware Pooled Trust, an annual charge and a per account charge coupled with a series of transaction chargescharge. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 11.00 per annum Other Funds $4.20 5.50 per annum Large Retirement Plan Automated Account 6.00 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.350.25 2. New Account 5.756.00 3. Purchase: : a. Wire 6.00 8.00 b. Money Market Automated 1.50 c. Other 2.25 2.60 4. Transfer 2.25 8.00 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.004.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. ATTEST: /s/ ▇▇▇▇ ▇.▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ------------------------- ------------------------------ Title: ▇▇▇▇ ------------------------------- ▇. ▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇Vice President and Senior Vice President, Chief Administrative Assistant Secretary Officer, Chief Financial Officer DELAWARE GROUP VALUE FUND, INC. for its VALUE FUND and RETIREMENT INCOME FUND ATTEST: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ------------------------- ------------------------------ Title: ▇▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Vice President and Chairman, President and Assistant Secretary Chief Executive Officer SCHEDULE A COMPENSATIONDELAWARE GROUP VALUE FUND, INC. FIRST AMENDED AND RESTATED SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee For the period commencing on November 29, 1996, the charge will consist of two charges for each Series, an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds Value Fund $9.00 per annum Other Funds 5.50 Per Annum Retirement Income Fund $4.20 per annum5.50 Per Annum ▇▇▇▇▇▇▇ ▇▇▇▇▇ - Omnibus Accounts Regular Accounts $11.00 Per Annum Accounts with a Contingent Deferred Sales Charge $14.00 Per Annum Networked Accounts $3.00 - 6.00 Per Annum SCHEDULE A DELAWARE GROUP VALUE FUND, INC. FIRST AMENDED AND RESTATED SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ Transaction Charge ------------- --------- 1. Dividend Payment $ 0.35 0.25 2. New Account 5.75$ 6.00 3. Purchase: : a. Wire 6.00 $ 8.00 b. Money Market Automated $ 1.50 c. Other 2.25 $ 2.60 4. Transfer 2.25 $ 8.00 5. Certificate Issuance 2.00 $ 4.00 6. Liquidation: Liquidations a. Wire Wires $12.25 b. Draft .50 Drafts $ 0.75 c. Money Market Regular 2.50 $ 4.50 d. Daily Other Regular $ 4.50 7. Exchanges a. Dividend Regular 6.00Exchanges $ 3.00 b. Other $10.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors Trustees of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ --------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: President, Chief Executive Officer and Chief Financial Officer Attest: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ---------------------------- Name: ▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ Title: Assistant Vice President, Assistant Secretary and Senior Counsel DELAWARE GROUP TAX-FREE FUNDFOUNDATION FUNDS for the Foundation Income Portfolio, INC. FOR USA INSURED SERIES Foundation Balanced Portfolio and the Foundation Growth Portfolio By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- --------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ Title: Chairman Attest: /s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇ ---------------------------- Name: ▇▇▇▇▇▇▇ ▇. Beach ▇▇▇▇▇ Title: Assistant Vice President, Assistant Secretary and Senior Counsel SCHEDULE A COMPENSATIONDELAWARE GROUP FOUNDATION FUNDS (THE "FUND") SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee For the period commencing on January 1, 1997, the charge will consist of two charges for all the Funds in the Delaware Group, except the Delaware Group Premium Fund, Inc. and the Delaware Pooled Trust, Inc. (other than with respect to The Real Estate Investment Trust Portfolio effective October 14, 1997), an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days days' notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the FundTrust. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ▇▇▇▇▇▇ ▇ATTEST:_________________________________ By:_________________________________ Name: Name: Title: Title: [REGISTRANT NAME] ATTEST:_________________________________ By:_________________________________ Name: Name: Title: Title: EXHIBIT A [REGISTRANT NAME] (THE "TRUST") SHAREHOLDERS SERVICES AGREEMENT THIS EXHIBIT to the Shareholder Services Agreement between [REGISTRANT NAME] and Delaware Service Company, Inc. ("DSC") entered into as of the ___ day of ______, ____________ (the "Agreement") lists the Funds for which DSC provides services as Transfer Agent, Dividend Disbursing Agent and Shareholder Servicing Agent pursuant to this Agreement and the date on which the Agreement became effective for each Fund. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach SCHEDULE A COMPENSATIONFund Name Effective Date --------- -------------- FORM OF EXHIBIT B EXHIBIT B [REGISTRANT NAME] (THE "TRUST") SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the FundTrust, at least annually, the compensation for services to be Provided provided to the Fund Trust for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund Trust will pay, such compensation monthly. 3. The fee For the period commencing on January 1, 1997, the charge will consist of two charges for all the Trusts in the Delaware Investments Family of funds, except the Delaware Group Premium Fund, Inc. and the Delaware Pooled Trust, Inc. (other than with respect to The Real Estate Investment Trust Portfolio), an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. Attest: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ---------------------------- ------------------------- Name: ▇▇▇▇ ------------------------------- ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Assistant Secretary Title: Senior Vice President/ Chief Administrative Officer/Chief Financial Officer DELAWARE GROUP INCOME FUNDS, INC. for the DELCHESTER FUND series and the STRATEGIC INCOME FUND series Attest: /s/ ▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ Maestro By:/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ---------------------------- ------------------------- Name: ▇▇▇▇▇▇▇▇ ▇. Maestro Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Title: Assistant Secretary Title: Chairman/President/ Chief Executive Officer SCHEDULE A COMPENSATIONDELAWARE GROUP INCOME FUNDS, INC. FIRST AMENDED AND RESTATED SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee For the period commencing on September 30, 1996, the charge will consist of two charges for each Series of the Fund, an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson DSC's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days days' notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the FundTrust. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ By:____________________________________ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Senior Vice President DELAWARE GROUP TAX-FREE MONEY FUND for its series set forth in Schedule A hereto By:____________________________________ Name: ▇▇▇▇▇ --------------------------- ▇. ▇▇▇▇▇▇ Title: President SCHEDULE A DELAWARE GROUP TAX-FREE MONEY FUND SHAREHOLDER SERVICES AGREEMENT APPLICABLE SERIES EFFECTIVE AS OF APRIL __, 2001 Delaware Tax-Free Money Fund AGREED AND ACCEPTED: DELAWARE SERVICE COMPANY, INC. DELAWARE GROUP EQUITY FUNDS III for its series set forth in this Schedule A By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ -------------------------------- ------------------------------- --------------------------------- Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇ Name: ▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Title: Senior Vice President Title: President SCHEDULE A COMPENSATIONB SHAREHOLDER SERVICES AGREEMENT COMPENSATION SCHEDULE DELAWARE INVESTMENTS FAMILY OF FUNDS EFFECTIVE AS OF APRIL __, 2001 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist Except as otherwise provided in paragraphs 4 and 5 below, the charge consists of two charges for all the Funds in the Delaware Investments Family, an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors Trustees of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days days' notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ By:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ----------------------- Name: ▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ Title: Senior Vice President DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ FOUNDATION FUNDS for the: Delaware Income Portfolio Delaware Balanced Portfolio Delaware Growth Portfolio The Asset Allocation Portfolio Delaware S&P 500 Index Fund By:/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ -------------------------------- ------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Title: President SCHEDULE A COMPENSATIONSHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE DELAWARE INVESTMENTS FAMILY OF FUNDS EFFECTIVE AS OF JUNE 17, 1999 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist charge consists of two charges for all the Funds in the Delaware Investments family, except the Delaware Group Premium Fund and the Delaware Pooled Trust (other than with respect to The Real Estate Investment Trust Portfolio effective October 14, 1997), an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the Fund, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the Fund. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ -------------------------------- ▇▇▇▇▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach Attest: By: ------------------- -------------------------- ▇▇▇▇▇▇▇ ▇. Beach Name: Name: Title: Title: [Name of Investment Company] for the [Name(s) of Portfolio(s)] series Attest: By: ------------------- -------------------------- Name: Name: Title: Title: SCHEDULE A COMPENSATION[Name of Investment Company] SHAREHOLDERS SERVICES AGREEMENT COMPENSATION SCHEDULE 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will bill, ▇▇▇▇, and d the Fund will pay, such compensation monthly. 3. The fee For the period commencing on _________ __, 199_, the charge will consist of two charges, an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson DSC's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00

CONTRACTUAL STATUS. Section 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors of the FundDirectors, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors of the Fund, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. Section 10.2 This Agreement may not be assigned without the approval of the Fund. Section 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. /s/ ATTEST:/s/Eric ▇. ▇▇▇▇▇▇ /s/Wint▇▇▇▇ ▇. ▇▇▇▇▇▇ ----------------- --------------------- Eric ▇. ▇▇▇▇▇▇ ------------------------------- ▇▇Wint▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ Assistant Secretary Chairman and Chief Executive Officer DELAWARE GROUP TREASURY RESERVES, INC. FOR THE CASHIERS SERIES ATTEST:/s/Eric ▇. ▇▇▇▇▇▇▇▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ DELAWARE GROUP TAX-FREE FUND, INC. FOR USA INSURED SERIES /s/ ▇▇▇▇/s/Wayn▇ ▇. ▇▇▇▇▇ -------------------------------- ----------------- ----------------- Eric ▇. ▇▇▇▇▇▇ Wayn▇ ▇. ▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇ ▇. Beach SCHEDULE A COMPENSATIONAssistant Secretary President 1. DSC will determine and report to the Fund, at least annually, the compensation for services to be Provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining ▇▇▇ermining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will bill, ▇▇▇▇, and d the Fund will pay, such compensation monthly. 3. The fee will consist of an annual per account charge coupled with a series of transaction charges. These are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ ------ 1. Dividend Payment $ 0.35 0.35 2. New Account 5.75 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. b. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.006.00 7. Exchanges 7.00

CONTRACTUAL STATUS. 10.1 This Agreement shall be executed and become effective on the date first written above if approved by a vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of a majority of the non-interested members of the Board, cast in person at a meeting called for the purpose of voting on such approval. It shall continue in effect for an indeterminate period, and is subject to termination on sixty (60) days days' notice by either party unless earlier terminated or amended by agreement among the parties. Compensation under this Agreement shall require approval by a majority vote of the Board of Directors Trustees of the FundTrust, including an affirmative vote of the majority of the non-interested members of the Board cast in person at a meeting called for the purpose of voting on such approval. 10.2 This Agreement may not be assigned without the approval of the FundTrust. 10.3 This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania. DELAWARE SERVICE COMPANY, INC. By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ------------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Attest:/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ --------------------------------- Name: ▇▇▇▇ --------------------------- ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇ Title: Senior Vice President DELAWARE GROUP STATE TAX-FREE FUND, INC. FOR USA INSURED SERIES INCOME TRUST for its series set forth in Schedule A hereto By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ -------------------------------- -------------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Attest:/s/ Title: President SCHEDULE A ---------- DELAWARE GROUP STATE TAX-FREE INCOME TRUST SHAREHOLDER SERVICES AGREEMENT APPLICABLE SERIES EFFECTIVE AS OF APRIL 19, 2001 Delaware Tax-Free New Jersey Fund Delaware Tax-Free Pennsylvania Fund AGREED AND ACCEPTED: DELAWARE SERVICE COMPANY, INC. DELAWARE GROUP STATE TAX-FREE INCOME TRUST for its series set forth in this Schedule A By: /s/ ▇▇▇▇▇▇▇ ▇. Beach -------------------------- ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ---------------------------------------- ------------------------------- Name: ▇▇▇▇▇▇▇ ▇. Beach ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Senior Vice President Title: President SCHEDULE A COMPENSATIONB ---------- SHAREHOLDER SERVICES AGREEMENT COMPENSATION SCHEDULE DELAWARE INVESTMENTS FAMILY OF FUNDS EFFECTIVE AS OF APRIL 19, 2001 1. DSC Delaware Service Company, Inc. ("DSC") will determine and report to the Fund, at least annually, the compensation for services to be Provided provided to the Fund for DSC's forthcoming fiscal year or period. 2. In determining such compensation, DSC will fix and report a fee to be charged per account and/or per transaction, as may be applicable, for services provided. DSC will ▇▇▇▇, and the Fund will pay, such compensation monthly. 3. The fee will consist Except as otherwise provided in paragraphs 4 and 5 below, the charge consists of two charges for all the Funds in the Delaware Investments Family, an annual charge and a per transaction charge for each account charge coupled with a series of transaction chargeson the transfer agent's records and each account on an automated retirement processing system. These charges are as follows: A. ANNUAL CHARGE ------------- Daily Dividend Funds $9.00 per annum Other Funds $4.20 per annum B. TRANSACTION CHARGE ------------------ TRANSACTION CHARGE ----------- ------ 1. Dividend Payment $ 0.35 2. New Account 5.75 3. Purchase: a. Wire 6.00 b. Money Market Automated 1.50 c. Other 2.25 4. Transfer 2.25 5. Certificate Issuance 2.00 6. Liquidation: a. Wire 12.25 b. Draft .50 c. Money Market Regular 2.50 d. Daily Dividend Regular 6.00