Value Line Asset Allocation Fund Inc Sample Contracts

Dated as of: Between
Custodian Agreement • May 28th, 1999 • Value Line Asset Allocation Fund Inc • Massachusetts
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AMENDED & RESTATED MASTER CUSTODIAN AGREEMENT
Master Custodian Agreement • July 30th, 2020 • Value Line Asset Allocation Fund Inc • Massachusetts

This Amended & Restated Master Custodian Agreement is made as of November 1, 2019 (this "Agreement"), between each management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a "Fund", and collectively the "Funds"), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof, and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the "Custodian" or "State Street”).

Between
Distribution Agreement • May 28th, 1999 • Value Line Asset Allocation Fund Inc
INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • May 31st, 2011 • Value Line Asset Allocation Fund Inc

AGREEMENT made as of the 23rd day of December 2010, between VALUE LINE ASSET ALLOCATION FUND, INC. a Maryland corporation (hereinafter called “the Fund”), and EULAV ASSET MANAGEMENT, a Delaware statutory trust (hereinafter called “the Company”);

Restated Expense Limitation Agreement for Institutional Class Shares
Expense Limitation Agreement • July 31st, 2019 • Value Line Asset Allocation Fund Inc • New York

This RESTATED EXPENSE LIMITATION AGREEMENT, dated June 20, 2019, by and among EULAV Asset Management (the “Adviser”), EULAV Securities LLC (the “Distributor”), and each fund identified and from time to time set forth on Schedule A attached hereto (each, a “Fund”), restates the Expense Limitation Agreement, dated September 14, 2017, as amended and/or restated from time to time, to incorporate amendments thereto dated December 12, 2018 and May 1, 2019 (as restated on this date, the “Agreement”).

Fee Waiver Agreement
Waiver Agreement • May 28th, 2010 • Value Line Asset Allocation Fund Inc

EULAV Asset Management, LLC. (the “Adviser”) and EULAV Securities, Inc. (the “Distributor”) each agree to extend the following fee waivers:

MASTER AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • November 29th, 2017 • Value Line Asset Allocation Fund Inc

AMENDMENT (this “Amendment”) dated as of December 15, 2017 between each of the Value Line funds set forth on Schedule I to this Agreement (each, a “Fund”) and EULAV Asset Management, a Delaware statutory trust (the “Company”).

ADMINISTRATION AGREEMENT
Administration Agreement • July 31st, 2007 • Value Line Asset Allocation Fund Inc • Massachusetts

Agreement dated as of March 14, 2005 by and among State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), the Value Line Funds listed on Schedule A (each, a “Fund” and collectively, the “Funds”) and Value Line, Inc. (the “Adviser”).

WITNESSETH:
Investment Advisory Agreement • May 28th, 1999 • Value Line Asset Allocation Fund Inc
Fee Waiver Agreement
Waiver Agreement • May 31st, 2013 • Value Line Asset Allocation Fund Inc

Value Line Core Bond Fund: The Adviser waives 0.10% of the advisory fee and the Distributor waives 0.05% of the Rule 12b-1 fee for the period June 1, 2013– June 30, 2014.

Fee Waiver Agreement
Waiver Agreement Eulav Asset Management • May 30th, 2014 • Value Line Asset Allocation Fund Inc

Value Line Core Bond Fund: The Adviser waives 0.10% of the advisory fee and the Distributor waives 0.05% of the Rule 12b-1 fee for the period June 1, 2014– June 30, 2015.

DISTRIBUTION AGREEMENT Between VALUE LINE ASSET ALLOCATION FUND, INC. and EULAV SECURITIES, LLC
Distribution Agreement • May 31st, 2011 • Value Line Asset Allocation Fund Inc

VALUE LINE ASSET ALLOCATION FUND, INC. (the "Fund"), a Maryland corporation, is registered as an Investment Company under the Investment Company Act of 1940 and has registered an indefinite number of shares of common stock under the Securities Act of 1933, Registration Number 33-62240, to be offered continuously for sale to the public in accordance with terms and conditions set forth in the Prospectus included in such Registration Statement as it may be amended from time to time.

Fee Waiver Agreement
Waiver Agreement • July 31st, 2012 • Value Line Asset Allocation Fund Inc

EULAV Asset Management (the “Adviser”) and EULAV Securities LLC (the “Distributor”) each agree to extend the following fee waivers:

TRANSFER AGENCY AND SERVICE AGREEMENTS
Agency and Service Agreements • July 30th, 2020 • Value Line Asset Allocation Fund Inc

This Amendment to each of the Transfer Agency and Service Agreements, as amended, listed on Exhibit 1 hereto (each an “Agreement”), between DST Asset Manager Solutions, Inc. (“DST AMS”) and Value Line entities listed on Exhibit 1 hereto (individually, each a “Fund” and collectively the “Funds”) entered into on this 12th day of December, 2019 and made effective as of November 1, 2019 (the “Effective Date”). In accordance with the respective amendment section of each Agreement, the parties desire to amend the Agreement as set forth herein.

MASTER AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 10th, 2017 • Value Line Asset Allocation Fund Inc

AMENDMENT (this “Amendment”) dated as of November 1, 2017 between each of the Value Line funds set forth on Schedule I to this Agreement (each, a “Fund”) and EULAV Asset Management, a Delaware statutory trust (the “Company”).

Fee Waiver Agreement
Waiver Agreement • May 31st, 2011 • Value Line Asset Allocation Fund Inc
AMENDED AND RESTATED MASTER ADMINISTRATION AGREEMENT
Administration Agreement • July 30th, 2020 • Value Line Asset Allocation Fund Inc • Massachusetts

This Administration Agreement (“Agreement”) dated and effective as of November 1, 2019, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), each management investment company set forth on Schedule A hereto and each management investment company that becomes a party to this Agreement in accordance with the terms hereof, (each, a “Company”) and, solely with respect to Section 6 herein, EULAV Asset Management (“EULAV”).

FEE WAIVER TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 31st, 2019 • Value Line Asset Allocation Fund Inc

This Fee Waiver Agreement (“Waiver”) is entered into as of June 21, 2019 between Value Line Asset Allocation Fund, Inc., a Maryland corporation (the “Fund”), and EULAV Asset Management, a Delaware statutory trust (the “Investment Adviser” and, together with the Fund, the “Parties”), to supplement the Investment Advisory Agreement between the Parties, dated as of December 23, 2010, as amended by the Master Amendment to the Investment Advisory Agreement, dated as of December 15, 2017 (the “Agreement”).

Fee Waiver Agreement
Waiver Agreement • July 29th, 2009 • Value Line Asset Allocation Fund Inc
VALUE LINE FUNDS Expense Limitation Agreement
Expense Limitation Agreement • October 10th, 2017 • Value Line Asset Allocation Fund Inc • New York

This EXPENSE LIMITATION AGREEMENT, as amended from time to time, is entered, effective as of September 14, 2017, by and among EULAV Asset Management (the “Adviser”), EULAV Securities LLC (the “Distributor”), and each fund identified and from time to time set forth on Schedule A attached hereto (each, a “Fund”).

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