SEC Info - Delaware Group Adviser Funds, et al. - ‘485BPOS’ on 2/27/23

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Delaware Group Adviser Funds, et al. – ‘485BPOS’ on 2/27/23 – ‘EX-99.(G)(1)(V)’

On: Monday, 2/27/23, at 4:11pm ET · Effective: 2/28/23 · Accession #: 1145443-23-78 · File #s: 33-67490, 811-07972

Previous ‘485BPOS’: ‘485BPOS’ on 2/25/22 · Next & Latest: ‘485BPOS’ on 2/27/24 · 32 References:

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/27/23  Delaware Group Adviser Funds      485BPOS     2/28/23   29:4.9M                                   Digital Publishi… Inc/FA
          → Delaware Diversified Income Fund ⇒ Class A (DPDFX) — Class C (DPCFX) — Class R (DPRFX) — Class R6 (DPZRX) — Institutional Class (DPFFX)

Post-Effective Amendment of a Form N-1 or N-1A Registration — Rule 485(b)

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 485BPOS     Post-Effective Amendment Filed Pursuant to          HTML   2.01M 
                Securities Act Rule 485(B)                                       
 2: EX-99.(D)(2)  Executed Investment Advisory Expense Limitation   HTML     15K 
                Letter (February 2023)                                           
 3: EX-99.(D)(3)  Executed Sub-Advisory Agreement (Fixed Income)    HTML     69K 
                (May 30, 2019)                                                   
 4: EX-99.(D)(3)(I)  Executed Amendment No. 2 to Schedule 1 of the  HTML     29K 
                Sub-Advisory Agreement (Fixed Income) (November                  
                12, 2021)                                                        
 5: EX-99.(G)(1)(IV)  Executed Amendment No. 5 (December 31, 2021)  HTML    102K 
 6: EX-99.(G)(1)(V)  Executed Amendment No. 6 (December 31, 2021)   HTML     41K 
 7: EX-99.(H)(1)(III)  Executed Amended and Restated Schedule B     HTML     23K 
                (June 25, 2022)                                                  
 8: EX-99.(H)(2)(II)  Executed Amendment No. 2 (October 11, 2021)   HTML     44K 
 9: EX-99.(H)(2)(III)  Executed Amendment No. 3 (December 31,       HTML     65K 
                2021)                                                            
10: EX-99.(H)(2)(IV)  Executed Amendment No. 4 (January 31, 2022)   HTML     32K 
11: EX-99.(J)   Consent of Independent Registered Public            HTML     11K 
                Accounting Firm (February 2023)                                  
12: EX-99.(N)(1)(I)  Updated Appendix A (October 31, 2022)          HTML    262K 
17: R1          Document and Entity Information                     HTML     22K 
18: R2          Risk/Return Summary                                 HTML     70K 
19: R3          Risk/Return Detail Data                             HTML    274K 
20: R4          Shareholder Fees                                    HTML     30K 
21: R5          Annual Fund Operating Expenses                      HTML     44K 
22: R6          Expense Example                                     HTML     12K 
23: R7          Expense Example, No Redemption                      HTML     10K 
24: R8          Annual Total Returns                                HTML     43K 
25: R9          Average Annual Total Returns                        HTML     12K 
27: XML         IDEA XML File -- Filing Summary                      XML     33K 
26: XML         XBRL Instance -- dgaf-20221031_htm                   XML    131K 
14: EX-101.DEF  XBRL Definitions -- dgaf-20221031_def                XML    486K 
15: EX-101.LAB  XBRL Labels -- dgaf-20221031_lab                     XML    361K 
16: EX-101.PRE  XBRL Presentations -- dgaf-20221031_pre              XML    451K 
13: EX-101.SCH  XBRL Schema -- dgaf-20221031                         XSD     28K 
28: JSON        XBRL Instance as JSON Data -- MetaLinks              106±   232K 
29: ZIP         XBRL Zipped Folder -- 0001145443-23-000078-xbrl      Zip    737K

‘EX-99.(G)(1)(V)’ — Executed Amendment No. 6 (December 31, 2021)

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

EX-99.g.1.v

AMENDMENT NO. 6
TO
MUTUAL FUND CUSTODY AND SERVICES AGREEMENT

THIS AMENDMENT (“Amendment”) is made as of December 31, 2021 (the “Effective Date”) to that certain Mutual Fund Custody and Services Agreement dated as of July 20, 2007 (as amended, restated, supplemented or otherwise modified, the “Agreement”) by and between each investment company set forth on Appendix D thereto (each an “Existing Fund” and collectively, the “Existing Funds”), on behalf of its respective Series, and The Bank of New York Mellon (formerly Mellon Bank, N.A.) (the “Custodian”).

BACKGROUND:

A.	Custodian serves as custodian and performs certain services for the Existing Funds pursuant to the Agreement.

B.	Each New Fund (defined below, and collectively with the Existing Funds, the “Funds”) is not a registered investment company and desires to retain the Custodian to act as custodian of its assets and to perform the services described in the Agreement as amended hereby.

C.	The parties desire to amend the Agreement as set forth herein.

D.	This Background section is incorporated by reference into and made part of this Amendment

TERMS:

In consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each party, and intending to be legally bound, the parties agree as follows:

1. The Agreement is hereby amended as of the Effective Date by adding each of the following Funds (each a “New Fund”) to Appendix D of the Agreement:

Ivy ASF II, Ltd.

Ivy VIP ASF II, Ltd.

Ivy ASF III, LLC

Ivy VIP ASF III (SBP), LLC

Ivy WGA III (SBP), LLC

Ivy EME, Ltd.

2. The Agreement is hereby amended as of the Effective Date by inserting the following at the end of Article IV of the Agreement:

“10. Adding Additional Funds to the Agreement. One or more additional investment funds or vehicles which are advised by a Fund’s investment adviser but which are organized as separate legal entities from the Funds may be added as a party to the Agreement from time to time (“Additional Funds”) through the execution of an amendment to the Agreement including, without limitation, an instrument of accession among each Fund party to the Agreement, such Additional Fund and Custodian whereby each such Additional Fund(s) and Custodian will agree to be bound by the terms of this Agreement. The addition of Additional Fund(s) to the Agreement will not affect the rights or obligations of the Funds under the terms of the Agreement. The obligations of the Funds and any Additional Fund(s) to Custodian under the Agreement shall be several and not joint or joint and several.

11. Applicability of Agreement to Non-Registered Investment Companies. Except as noted in the next sentence, the terms and provisions of this Agreement shall be construed to apply to any investment fund or investment vehicle which is not organized as a registered investment company (“non-RIC”) and which is added as a party to the Agreement as an Additional Fund or Series and its Shares. If a term or provision is inapplicable to a non-RIC or its Shares because it (i) applies to a regulatory provision not applicable to non-RICs (e.g., the 1940 Act), (ii) applies to a structural feature either not present in a non-RIC or not applicable to a non-RIC’s shares or (iii) is unambiguously not applicable to a non-RIC based on its context, then such term or provision shall not apply to such non-RIC or its Shares. Subject to this Section 11, the term “Fund” as used throughout this Agreement shall be construed to include any non-RIC that is an Additional Fund, as applicable.”

3. Miscellaneous.

(a) Capitalized terms used in this Amendment not otherwise defined herein shall have the meanings set forth in the Agreement.

(b) As hereby amended and supplemented, the Agreement shall remain in full force and effect. In the event of a conflict between the terms of this Amendment and the terms of the Agreement, the terms of this Amendment shall control with respect to the matters described herein.

(c) The parties expressly agree that this Amendment may be executed in one or more counterparts and expressly agree that such execution may occur by manual signature on a physically delivered copy of this Amendment, by a manual signature on a copy of this Amendment transmitted by facsimile transmission, by a manual signature on a copy of this Amendment transmitted as an imaged document attached to an email, or by “Electronic Signature”, which is hereby defined to mean inserting an image, representation or symbol of a signature into an electronic copy of this Amendment by electronic, digital or other technological methods. Each counterpart executed in accordance with the foregoing shall be deemed an original, with all such counterparts together constituting one and the same instrument. The exchange of executed counterparts of this Amendment or of executed signature pages to counterparts of this Amendment, in either case by facsimile transmission or as an imaged document attached to an email transmission, shall constitute effective execution and delivery of this Amendment and may be used for all purposes in lieu of a manually executed and physically delivered copy of this Amendment.

(d) If any provision or provisions of this Amendment shall be held to be invalid, unlawful or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.

[Remainder of page intentionally left blank]
[Signature pages follow]

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized officers designated below on the date and year first above written. An authorized representative, if executing this Amendment by Electronic Signature, affirms authorization to execute this Amendment by Electronic Signature and that the Electronic Signature represents an intent to enter into this Amendment and an agreement with its terms.

THE BANK OF NEW YORK MELLON

By:	/s/ *Chris Healy*
Name:	Christopher Healy
Title:	Managing Director

IVY ASF II, LTD.