Aberdeen Asia-Pacific Income Fund Inc Sample Contracts

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REGISTRAR, TRANSFER AGENCY AND SERVICE AGREEMENT between
Agency and Service Agreement • October 9th, 2002 • Aberdeen Asia Pacific Income Fund Inc • Massachusetts
AMENDMENT TO
Administration Agreement • September 28th, 1998 • First Australia Prime Income Fund Inc
EXHIBIT (K)(5) ASSIGNMENT AND ASSUMPTION Assignment and Assumption dated as of January 1, 2002, between EquitiLink USA, Inc., a Delaware Corporation authorized to transact business under the name Aberdeen Asset Management (the "Assignor") and Aberdeen...
Assignment and Assumption • October 9th, 2002 • Aberdeen Asia Pacific Income Fund Inc

Assignment and Assumption dated as of January 1, 2002, between EquitiLink USA, Inc., a Delaware Corporation authorized to transact business under the name Aberdeen Asset Management (the "Assignor") and Aberdeen Fund Managers Inc., a Delaware Corporation authorized to transact business under the name Aberdeen Asset Management, Inc. (the "Assignee").

AMENDED AND RESTATED AUCTION AGENT AGREEMENT between ABERDEEN ASIA-PACIFIC INCOME FUND, INC. and DEUTSCHE BANK TRUST COMPANY AMERICAS Dated as of May 9, 2003 Relating to Auction Market Preferred Stock® ("AMPS"®) Series G of ABERDEEN ASIA-PACIFIC...
Auction Agent Agreement • May 13th, 2003 • Aberdeen Asia Pacific Income Fund Inc • New York

THIS AMENDED AND RESTATED AUCTION AGENT AGREEMENT ("Agreement") dated as of May 9, 2003, is between Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the "Company"), and Deutsche Bank Trust Company Americas ("Deutsche Bank"), a New York corporation.

AMENDED AND RESTATED BROKER-DEALER AGREEMENT between DEUTSCHE BANK TRUST COMPANY AMERICAS and [Name of Broker-Dealer] Dated as of [Date] Relating to AUCTION MARKET PREFERRED STOCK® ("AMPS"®) Series A, Series B and Series C of ABERDEEN ASIA-PACIFIC...
Broker-Dealer Agreement • May 13th, 2003 • Aberdeen Asia Pacific Income Fund Inc • New York

AMENDED AND RESTATED BROKER-DEALER AGREEMENT ("Agreement") dated as of [Date] between Deutsche Bank Trust Company Americas, a New York corporation (the "Auction Agent") (not in its individual capacity but solely as agent of Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the "Company"), pursuant to authority granted to it in the Amended and Restated Auction Agent Agreement dated as of May 9, 2003, between the Company and the Auction Agent (the "Auction Agent Agreement")) and [Name of Broker-Dealer] (together with its successors and assigns hereinafter referred to as "BD").

Transfer Agency and Service Agreement Between Each of the Aberdeen Closed-End Funds Listed on Schedule A and Computershare Trust Company, N.A. and Computershare Inc.
Agency and Service Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Massachusetts

THIS AGREEMENT effective as of the 23rd day of July, 2010 by and between each of the Aberdeen Closed-End Funds listed herein on Schedule A attached hereto, which Schedule may be amended from time to time, each a corporation having its principal office and place of business at 1735 Market Street, 32nd Floor, Philadelphia, PA 19103 (each a “Company” and collectively, the “Companies”), and Computershare Inc., a Delaware corporation, and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company, having its principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021 (collectively, the “Transfer Agent” or individually, “Computershare” and the “Trust Company”, respectively).

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

THIS AGREEMENT is made and entered into as of the 1st day of March, 2012 (“Effective Date”), by and among ABERDEEN ASIA-PACIFIC INCOME FUND, INC. (the “Fund”), a Maryland corporation, ABERDEEN ASSET MANAGEMENT ASIA LIMITED (the “Manager”) a Singapore corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and ABERDEEN ASSET MANAGERS LIMITED, a United Kingdom corporation (the “Sub-Adviser”), and also registered under the Advisers Act.

3 4 the exercise of rights pursuant to the Over Subscription Privilege two business days after the expiration of the guarantee period.
Subscription Rights Agency Agreement • September 28th, 1998 • First Australia Prime Income Fund Inc • Massachusetts
ABERDEEN ASIA-PACIFIC INCOME FUND, INC. UP TO 25,000,000 SHARES OF COMMON STOCK CAPITAL ON DEMAND™ SALES AGREEMENT
Sales Agreement • August 21st, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Fund”), Aberdeen Asset Management Asia Limited, a Singapore corporation (the “Investment Manager”), Aberdeen Asset Management Limited, an Australian corporation (the “Investment Adviser”), Aberdeen Asset Managers Limited, a private limited company organized under the laws of Scotland (the “Sub-Adviser”) and JonesTrading Institutional Services LLC (“Jones”) hereby confirm their agreement in the form of this Sales Agreement (the “Agreement”) as follows:

SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Massachusetts

Agreement dated as of February 26, 2010 by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).

AMENDMENT TO THE SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • June 24th, 2009 • Aberdeen Asia-Pacific Income Fund Inc

WHEREAS, Aberdeen Asset Management, Inc., ("AAM"), and Princeton Administrators, LLC ("Princeton" or the "Sub-administrator") have entered into a Sub-Administration Agreement, dated September 30, 2004;

STOCK TRANSFER AGENCY AGREEMENT
Stock Transfer Agency Agreement • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT, made as of July 19, 2004 by and between ABERDEEN ASIA - PACIFIC INCOME FUND, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter referred to as the "Customer"), and THE BANK OF NEW YORK, a New York trust company (hereinafter referred to as the "Bank"). Schedule I is deemed a part of this Agreement and all activities contained in Schedule I are subject to the provisions of this Agreement.

ABERDEEN ASIA-PACIFIC INCOME FUND, INC. MANAGEMENT AGREEMENT AMENDED AND RESTATED AS OF APRIL 3, 2009
Management Agreement • June 24th, 2009 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT amended and restated as of April 3, 2009, between Aberdeen Asia-Pacific Income Fund, Inc. (the “Fund”), a Maryland corporation registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and Aberdeen Asset Management Asia Limited, a Singapore corporation (“AAMAL” or the “Investment Manager”).

CREDIT AGREEMENT dated as of April 15, 2009 among ABERDEEN ASIA-PACIFIC INCOME FUND, INC., THE LENDERS PARTY HERETO, and THE BANK OF NOVA SCOTIA, as Administrative Agent THE BANK OF NOVA SCOTIA, as Lead Arranger and Book Runner THE ROYAL BANK OF...
Credit Agreement • June 24th, 2009 • Aberdeen Asia-Pacific Income Fund Inc • New York

CREDIT AGREEMENT, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation, the Lenders party hereto, and The Bank of Nova Scotia, as Administrative Agent (in such capacity, the “Administrative Agent”).

SECOND AMENDMENT TO CUSTODIAN CONTRACT
Custodian Contract • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc

This Amendment to the Custodian Contract is made as of July 8, 2005 by and between Aberdeen Asia-Pacific Income Fund, Inc. (formerly known as The First Australia Prime Income Fund, Inc.) (the "Fund") and State Street Bank and Trust Company (the "Custodian"). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Custodian Contract referred to below.

ADMINISTRATION AGREEMENT
Administration Agreement • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT, dated as of September 30, 2004, between Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the "Fund"), and Aberdeen Asset Management Inc., a Delaware corporation (the "Administrator").

AMENDMENT TO CUSTODIAN CONTRACT
Custodian Contract • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc

This Amendment to Custodian Contract (the “Amendment”) is made as of February 26, 2010, by and between Aberdeen Asia-Pacific Income Fund, Inc. (the “Fund”) and State Street Bank and Trust Company, a Massachusetts trust company (“Custodian”).

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AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • November 13th, 2008 • Aberdeen Asia-Pacific Income Fund Inc

AMENDMENT, made this 1st day of November, 2007, to the Administration Agreement (the “Agreement”) dated as of September 30, 2004 between Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Fund”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).

ABERDEEN ASIA-PACIFIC INCOME FUND, INC. INVESTMENT ADVISORY AGREEMENT AMENDED AND RESTATED AS OF APRIL 3, 2009
Investment Advisory Agreement • June 24th, 2009 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT amended and restated as of April 3, 2009, among Aberdeen Asia-Pacific Income Fund, Inc. (the “Fund”), a Maryland corporation registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and Aberdeen Asset Management Asia Limited, a Singapore corporation (“AAMAL” or the “Investment Manager”), and Aberdeen Asset Management Limited, a New South Wales, Australia corporation (the “Investment Adviser”).

SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc • York

This SUB-ADMINISTRATION AGREEMENT, made as of the 30th day of September 2004 between ABERDEEN ASSET MANAGEMENT, INC., a Delaware corporation ("AAM"), and PRINCETON ADMINISTRATORS, L.P., a Delaware limited partnership ("Princeton" or the "Sub-administrator").

AMENDMENT TO ADMINISTRATION AGREEMENT
Administration Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc

AMENDMENT, effective as of February 1, 2010, to the Administration Agreement dated as of September 30, 2004 as amended (the “Amended Agreement”) between Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Fund”), and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”).

ABERDEEN ASIA-PACIFIC INCOME FUND, INC. MANAGEMENT AGREEMENT
Management Agreement • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT dated as of March 8, 2004, between Aberdeen Asia-Pacific Income Fund, Inc. (the "Fund"), a Maryland corporation registered under the Investment Company Act of 1940, as amended (the "1940 Act"), and Aberdeen Asset Management Asia Limited, a Singapore corporation ("AAMAL" or the "Investment Manager").

AMENDMENT NO. 4 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 4 (this “Amendment”), dated as of April 11, 2012, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent (the “Administrative Agent”), as amended by Amendment No. 1, dated as of April 14, 2010, to Credit Agreement, Amendment No. 2, dated as of April 13, 2011, to Credit Agreement, and Amendment No. 3 and Waiver No. 1, dated as of September 7, 2011, to Credit Agreement (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 2 (this “Amendment”), dated as of April 13, 2011, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent, as amended by Amendment No. 1 to Credit Agreement, dated as of April 14, 2010 (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

ABERDEEN ASIA-PACIFIC INCOME FUND, INC. INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 1st, 2006 • Aberdeen Asia-Pacific Income Fund Inc • New York

AGREEMENT dated as of March 8, 2004, among Aberdeen Asia-Pacific Income Fund, Inc. (the "Fund"), a Maryland corporation registered under the Investment Company Act of 1940, as amended (the "1940 Act"), and Aberdeen Asset Management Asia Limited, a Singapore corporation ("AAMAL" or the "Investment Manager"), and Aberdeen Asset Management Limited, a New South Wales, Australia corporation (the "Investment Adviser").

INVESTOR RELATIONS SERVICES AGREEMENT
Investor Relations Services Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • Pennsylvania

AGREEMENT effective as of February 1, 2010 between the registered closed-end investment companies listed on Schedule A (hereinafter referred to collectively as the “Funds” and, individually, as a “Fund”) and Aberdeen Asset Management Inc. (hereinafter referred to as “AAMI”). This Agreement supersedes any prior investor relations services agreements with AAMI for any of the Funds. In consideration of the mutual agreements herein made, the Funds and AAMI understand and agree as follows:

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • July 6th, 2012 • Aberdeen Asia-Pacific Income Fund Inc • New York

AMENDMENT NO. 1 (this “Amendment”), dated as of April 14, 2010, to the Credit Agreement, dated as of April 15, 2009, among Aberdeen Asia-Pacific Income Fund, Inc., a Maryland corporation (the “Borrower”), the Lenders party thereto and The Bank of Nova Scotia, as Administrative Agent (as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”).

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