Legg Mason Income Trust Inc Sample Contracts

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TRANSFER AGENCY AND SERVICE AGREEMENT between LEGG MASON INCOME TRUST, INC. and STATE STREET BANK AND TRUST COMPANY
Transfer Agency and Service Agreement • April 30th, 1997 • Legg Mason Income Trust Inc • Massachusetts
CUSTODIAN CONTRACT Between LEGG MASON INCOME TRUST, INC. and STATE STREET BANK AND TRUST COMPANY
Custodian Contract • April 30th, 1997 • Legg Mason Income Trust Inc • Massachusetts
SUBADVISORY AGREEMENT
Subadvisory Agreement • June 1st, 2007 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this [ ] day of [ ], 2007, by and between Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”), and Western Asset Management Company, a California corporation (the “Subadviser”).

MANAGEMENT AGREEMENT Legg Mason Partners Fund Advisor, LLC
Management Agreement • June 1st, 2007 • Legg Mason Partners Income Trust • New York

This MANAGEMENT AGREEMENT (“Agreement”) is made this [ ] day of [ ], 2007, by and between Legg Mason Partners Income Trust (the “Trust”) and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (the “Manager”).

DELEGATION AMENDMENT
Legg Mason Income Trust Inc • November 28th, 2003
AMONG
Credit Agreement • April 3rd, 2002 • Legg Mason Income Trust Inc
FORM OF FEE WAIVER AGREEMENT
Fee Waiver Agreement • February 13th, 2004 • Legg Mason Income Trust Inc

Pursuant to the requirements of Section 5 of the Management Agreement ("Contract") between Legg Mason Income Trust, Inc. ("Corporation") and Legg Mason Fund Adviser, Inc. ("LMFA") on behalf of Legg Mason Core Bond Fund ("Fund"), LMFA hereby notifies you that it agrees to waive its compensation (and, to the extent necessary, bear other expenses) through April 30, 2005, to the extent that expenses of each class of the Fund (exclusive of interest, taxes, brokerage commissions, and extraordinary expenses) would exceed an annual rate of 1.00% for Primary Class.

FIRST AMENDMENT TO AMENDMENT AND RESTATEMENT OF CREDIT AGREEMENT
Credit Agreement • April 17th, 2003 • Legg Mason Income Trust Inc • New York
DISTRIBUTION AGREEMENT
Distribution Agreement • July 21st, 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 • June 1st, 2007 • Legg Mason Partners Income Trust • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this [ ] day of [ ], 2007, by and between Western Asset Management Company, a corporation 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 • Legg Mason Partners Income Funds • 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.

CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • July 21st, 2006 • Legg Mason Partners Income Funds

THIS AGREEMENT is made as of January 1, 2006 by and among each management investment company registered under the 1940 Act (as defined below) identified on Exhibit A hereto (each a “Fund” and collectively the “Funds”) on behalf of each of its series or portfolios identified on Exhibit A (each a “Portfolio” and collectively the “Portfolios”) (together with each other Fund and Portfolio thereof made subject to this Agreement in accordance with Section 13(c) below, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

FEE WAIVER AND EXPENSE CAP AGREEMENT Legg Mason Income Trust, Inc. 100 Light Street Baltimore, Maryland 21202 Re: Legg Mason Core Bond Fund - Fee Waiver and Expense Cap Agreement Ladies and Gentlemen: Legg Mason Fund Adviser, Inc. ("LMFA") hereby...
Waiver and Expense Cap Agreement • April 25th, 2007 • Legg Mason Income Trust Inc

Legg Mason Fund Adviser, Inc. ("LMFA") hereby agrees that it or an affiliate will waive its compensation (and, to the extent necessary, bear other expenses) through April 30, 2008, to the extent that expenses of the Legg Mason Core Bond Fund of Legg Mason Income Trust, Inc. (the "Fund") (exclusive of interest, taxes, brokerage commissions, and extraordinary expenses) would exceed an annual rate of 1.00% for Primary Class.

FEE WAIVER AGREEMENT
Fee Waiver Agreement • April 29th, 2005 • Legg Mason Income Trust Inc

Legg Mason Fund Adviser, Inc. ("LMFA") hereby agrees that it will waive its compensation (and, to the extent necessary, bear other expenses) through April 30, 2006, to the extent that expenses of each class of Legg Mason Investment Grade Income Portfolio of Legg Mason Income Trust, Inc. (the "Fund") (exclusive of taxes, interest, brokerage and extraordinary expenses) would exceed an annual rate of 1.00% for Primary Class and 0.50% for Institutional Class.

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AMENDMENT
Legg Mason Income Trust Inc • November 28th, 2003
FEE WAIVER AGREEMENT Legg Mason Fund Adviser, Inc. 100 Light Street Baltimore, Maryland 21202
Fee Waiver Agreement • April 29th, 2005 • Legg Mason Income Trust Inc

Legg Mason Fund Adviser, Inc. ("LMFA") hereby agrees that it will waive its compensation (and, to the extent necessary, bear other expenses) through April 30, 2006, to the extent that expenses of each class of Legg Mason Core Bond Fund of Legg Mason Income Trust, Inc. (the "Fund") (exclusive of taxes, interest, brokerage and extraordinary expenses) would exceed an annual rate of 1.00% for Primary Class.

FORM OF FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT
Fee Waiver and Expense • March 23rd, 2009 • Legg Mason Income Trust Inc

AGREEMENT, effective as of , 2009, by and among Legg Mason Partners Income Trust (the “Trust”), a Maryland business trust, on behalf of its Legg Mason Partners Short-Term Bond Fund series (the “Fund”), and its successors, and Legg Mason Partners Fund Advisor, LLC, a Delaware limited liability company (“LMPFA”).

FORM OF MANAGEMENT AGREEMENT LEGG MASON INCOME TRUST, INC.: LEGG MASON CORE BOND FUND
Management Agreement • February 13th, 2004 • Legg Mason Income Trust Inc
FORM OF UNDERWRITING AGREEMENT LEGG MASON INCOME TRUST, INC.: LEGG MASON CORE BOND FUND
Underwriting Agreement • February 13th, 2004 • Legg Mason Income Trust Inc
Form of Letter Amendment to Management Agreement Legg Mason Partners Fund Advisor, LLC
Management Agreement • March 23rd, 2009 • Legg Mason Income Trust Inc

The Manager hereby confirms its agreement, in connection with the acquisition by the Fund of Legg Mason Investment Grade Income Portfolio (the “Reorganization”), to a reduction of the fee payable under the Management Agreement to an annual rate of 0.55% of the average daily net assets of the Fund. This reduction will become effective, however, only upon consummation of the Reorganization.

February 19, 1999 Page 1 February 19, 1999 To the Funds and Portfolios Listed on the Signature Pages hereto Ladies and Gentlemen: You and we are parties to that certain Credit Agreement dated as of February 20, 1998 (the "Credit Agreement"). Terms...
Legg Mason Income Trust Inc • March 4th, 1999

You and we are parties to that certain Credit Agreement dated as of February 20, 1998 (the "Credit Agreement"). Terms used herein shall, unless otherwise defined herein or the context otherwise requires, have the meanings assigned to such terms in the Credit Agreement as amended hereby.

FORM OF INVESTMENT ADVISORY AGREEMENT LEGG MASON INCOME TRUST, INC.: LEGG MASON CORE BOND FUND
Investment Advisory Agreement • February 13th, 2004 • Legg Mason Income Trust Inc
FORM OF FEE WAIVER AND EXPENSE CAP AGREEMENT Legg Mason Income Trust, Inc. 100 Light Street Baltimore, Maryland 21202 Re: Legg Mason Core Bond Fund - Fee Waiver/Expense Agreement Ladies and Gentlemen: Legg Mason Fund Adviser, Inc. ("LMFA") hereby...
Expense Cap Agreement • April 27th, 2006 • Legg Mason Income Trust Inc

Legg Mason Fund Adviser, Inc. ("LMFA") hereby agrees that it or an affiliate will waive its compensation and, to the extent necessary, bear other expenses through April 30, 2007, to the extent that expenses of the Legg Mason Core Bond Fund of Legg Mason Income Trust, Inc. (the "Fund") (exclusive of interest, taxes, brokerage commissions, and extraordinary expenses) would exceed an annual rate of 1.00% for Primary Class.

SMITH BARNEY INCOME FUNDS Amendment No. 11 to First Amended and Restated Master Trust Agreement
Income Funds • July 21st, 2006 • Legg Mason Partners Income Funds

The undersigned, constituting a majority of the Trustees of Smith Barney Income Funds (the “Trust”), a Massachusetts business trust, acting pursuant to the Trust’s First Amended and Restated Master Trust Agreement, as currently in effect (together with any amendments thereto and designations thereunder, the “Trust Document”), do hereby certify that, in accordance with the provisions of the Trust Document, the following amendments to the Trust Document have been duly adopted by the Trustees of the Trust:

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