0001193125-20-296087 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • November 17th, 2020 • Western Asset Diversified Income Fund • New York

This SUBADVISORY AGREEMENT (“Agreement”) is made this day of , 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”).

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

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

CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • November 17th, 2020 • Western Asset Diversified Income Fund

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 Mellon (the “Custodian”).

TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • November 17th, 2020 • Western Asset Diversified Income Fund • New York

AGREEMENT, dated as of March 14, 2016 (the “Effective Date”) 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 Computershare Inc., a Delaware corporation (“Computershare”), and its fully owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (“Trust Company”, and together with Computershare, “Transfer Agent”) each having a principal office and place of business at 250 Royall Street, Canton, Massachusetts 02021. Any references herein to “the Fund” are meant to encompass each applicable Fund or any series thereof, as the context requires.

Contract
Subadvisory Agreement • November 17th, 2020 • Western Asset Diversified Income Fund • New York

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

Contract
Subadvisory Agreement • November 17th, 2020 • Western Asset Diversified Income Fund • New York

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

Contract
Subadvisory Agreement • November 17th, 2020 • Western Asset Diversified Income Fund • New York

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

SUBSCRIPTION AGREEMENT
Subscription Agreement • November 17th, 2020 • Western Asset Diversified Income Fund

Subscription Agreement, dated as of , 2020, between Western Asset Diversified Income Fund, a statutory trust organized under the laws of Maryland (the “Fund”) and (the “Purchaser”).

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