Smith Barney Income Funds Sample Contracts

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SUBADVISORY AGREEMENT
Subadvisory Agreement • November 17th, 2020 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this 6th day of November, 2020, by and between Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”), and Western Asset Management Company, LLC, a California limited liability company (the “Subadviser”).

MANAGEMENT AGREEMENT Legg Mason Partners Fund Advisor, LLC
Management Agreement • November 17th, 2020 • Legg Mason Partners Income Trust • New York

This MANAGEMENT AGREEMENT (“Agreement”) is made this 6th day of November, 2020, by and between Legg Mason Partners Income Trust (the “Trust”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).

FORM OF SUB-INVESTMENT ADVISORY AGREEMENT
Smith Barney Income Funds • May 11th, 1999
CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • March 22nd, 2018 • Legg Mason Partners Income Trust

THIS AGREEMENT is made as of January 1, 2018 by and among each Fund (as defined below) on behalf of each of its Portfolios (as defined below) and The Bank of New York (the “Custodian”).

DISTRIBUTION AGREEMENT
Distribution Agreement • September 20th, 2006 • Legg Mason Partners Income Funds • Maryland

This DISTRIBUTION AGREEMENT, made this 1st day of December, 2005 by and between Smith Barney Income Funds (“Investment Company”), a Massachusetts business trust and Legg Mason Investor Services, LLC (“Distributor”).

SUBADVISORY AGREEMENT
Subadvisory Agreement • August 24th, 2020 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this 31st day of July, 2020, by and between Western Asset Management Company, LLC, a limited liability company organized under the laws of California (the “Subadviser”) and Western Asset Management Company Limited, a corporation organized under the laws of England and Wales (“WAML”).

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • July 21st, 2006 • Smith Barney Money Funds Inc • New York

AGREEMENT, dated as of January 1, 2006 by and between each of the investment companies listed on Schedule A hereto, as amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal place of business at 125 Broad Street, New York, New York 1004 and PFPC, Inc. (“Transfer Agent”), a Massachusetts corporation with principal offices at 301 Bellevue Parkway, Wilmington, Delaware 19809.

SUBADVISORY AGREEMENT
Subadvisory Agreement • August 24th, 2020 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this 31st day of July, 2020, by and between Western Asset Management Company, LLC, a limited liability company organized under the laws of California (the “Subadviser”) and Western Asset Management Company Pte. Ltd., a corporation organized under the laws of Singapore (“Western Singapore”).

AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • April 28th, 2006 • Legg Mason Partners Income Funds

Reference is made to that certain distribution agreement (the “Agreement”), dated as of June 5, 2000, between Smith Barney Income Funds (the “Investment Company”), with respect to one or more separate series listed on Exhibit A (each a “Fund”) and Citigroup Global Markets Inc. This letter agreement (the “Amendment”) amends or supplements certain terms of the Agreement as set forth below. Except as expressly amended hereby, the provisions of the Agreement are and shall remain in full force and effect. Capitalized terms not defined in this Amendment shall have the meanings given to them in the Agreement.

FUND ACCOUNTING SERVICES AGREEMENT
Fund Accounting Services Agreement • March 22nd, 2018 • Legg Mason Partners Income Trust

THIS AGREEMENT is made as of January 1, 2018 by and between The Bank of New York Mellon (the “Fund Accounting Agent”), and each Fund (as defined below) on behalf of each of its Portfolios (as defined below).

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FUND ACCOUNTING SERVICES AGREEMENT
Fund Accounting Services Agreement • November 20th, 2012 • Legg Mason Partners Income Trust

THIS AGREEMENT is made as of October 5, 2012 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Fund Accounting Agent”), and each Fund (as defined below) on behalf of each of its Portfolios (as defined below).

April 10, 2007 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Re: Distribution Agreement Ladies and Gentlemen: Reference is made to the Distribution Agreements (each, as amended to date, an ?Agreement? and, collectively,...
Legg Mason Partners Income Trust • June 28th, 2007

April 10, 2007 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Re: Distribution Agreement Ladies and Gentlemen: Reference is made to the Distribution Agreements (each, as amended to date, an ?Agreement? and, collectively, the ?Agreements?), by and between each investment management company identified as an ?Old Fund? on Exhibit A hereto (each, an ?Investment Company? and, collectively, the ?Investment Companies?), with respect to one or more of its series, if any, identified as an ?Old Portfolio? on Exhibit A hereto (each, a ?Portfolio? and, collectively, the ?Portfolios?), and Citigroup Global Markets Inc. In connection with a restructuring of the complex of which the Investment Companies and Portfolios are a part, as of the close of business on April 13, 2007 or April 27, 2007, as indicated on Exhibit A hereto (each, a ?Closing Date?), many of the Investment Companies and Portfolios will be reorganized as set forth on Exhibit A hereto. Additionally, as ind

SUBADVISORY AGREEMENT
Subadvisory Agreement • August 24th, 2020 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this 31st day of July, 2020, by and between Western Asset Management Company, LLC, a limited liability company organized under the laws of California (the “Subadviser”) and Western Asset Management Company Ltd, a corporation organized under the laws of Japan (“Western Japan”).

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • September 22nd, 2014 • Legg Mason Partners Income Trust • New York

AGREEMENT, dated as of December 19, 2013 by and between each of the investment companies listed on Schedule A attached hereto, as amended from time to time (each a “Fund” and collectively the “Funds”) and each having its principal place of business as listed on Schedule A, as amended from time to time, and BNY Mellon Investment Servicing (US) Inc. (“Transfer Agent” or “BNYM”), a Massachusetts corporation with principal corporate offices at 301 Bellevue Parkway, Wilmington, Delaware 19809. Any references herein to “the Fund” are meant to encompass each applicable Fund or series thereof, as the context requires.

FRANKLIN TEMPLETON INVESTOR SERVICES, LLC TRANSFER AGENT AND SHAREHOLDER SERVICES AGREEMENT
Legg Mason Partners Income Trust • March 24th, 2022 • California

The parties to this Agreement are the Investment Company named above (“Investment Company”), an open-end investment company registered as such under the Investment Company Act of 1940 (“1940 Act”), on behalf of each class of shares of each series, if any, of the Investment Company which now exists or may hereafter be created (individually, a “Fund” and collectively, the “Funds”) and FRANKLIN TEMPLETON INVESTOR SERVICES, LLC (“FTIS”), a registered transfer agent.

April 9, 2007 PFPC, Inc. 301 Bellevue Parkway Wilmington, DE 19809 Re: Transfer Agency and Services Agreement Ladies and Gentlemen: Reference is made to the Transfer Agency and Services Agreement (as amended to date, the ?Agreement?), dated as of...
Legg Mason Partners Income Trust • June 28th, 2007

April 9, 2007 PFPC, Inc. 301 Bellevue Parkway Wilmington, DE 19809 Re: Transfer Agency and Services Agreement Ladies and Gentlemen: Reference is made to the Transfer Agency and Services Agreement (as amended to date, the ?Agreement?), dated as of January 1, 2006, by and among PFPC, Inc., a Massachusetts corporation, and each investment company identified as an ?Old Fund? on Exhibit A hereto (each, a ?Fund? and, collectively, the ?Funds?) on behalf of each of its series identified as ?Old Portfolios? on Exhibit A hereto (each, a ?Portfolio? and, collectively, the ?Portfolios?). In connection with a restructuring of the complex of which the Funds and Portfolios are a part, as of the close of business on April 13, 2007 or April 27, 2007, as indicated on Exhibit A hereto (each, a ?Closing Date?), many of the Funds and Portfolios will be reorganized as set forth on Exhibit A hereto. Additionally, as indicated on Exhibit A, several Funds and Portfolios have recently ceased or shall cease ope

Legg Mason Investor Services, LLC
Legg Mason Partners Income Trust • June 27th, 2007
Amendment to Custodian Services Agreement
Custodian Services Agreement • June 22nd, 2022 • Legg Mason Partners Income Trust

This Amendment (this “Amendment”), dated as of the last date set forth below, amends the Custodian Services Agreement dated as of January 1, 2018, as previously amended (the “Agreement”), and is entered into by and among The Bank of New York Mellon (“Custodian”) and each Fund identified on Exhibit A to this Amendment, on behalf of each of its Portfolios identified on Exhibit A, effective as of March 1, 2022 (the “Effective Date”). Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Agreement.

GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • November 27th, 1996 • Smith Barney Income Funds • New York
LICENSE AGREEMENT
License Agreement • November 30th, 2006 • Legg Mason Partners Income Funds • New York

This license agreement (the “Agreement”) is made this day of , 2006, by and between Legg Mason Properties, Inc., a North Carolina corporation (“Licensor”), and the Trusts/Corporations listed on Exhibit A hereto (each, a “Licensee”).

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