ADOPTION AGREEMENT
(Relating to Shareholder Services Agreements)
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This Adoption Agreement (the "Agreement") made as of November 23, 1999
by and between Delaware Group Adviser Funds, a Delaware business trust (the
"Trust"), on behalf of each of its series (each, a "Series"), and Delaware
Service Company, Inc. ("DSC"), a Delaware corporation.
RECITALS:
WHEREAS, the Trust is an investment company registered under the
Investment Company Act of 1940, as amended; and
WHEREAS, the Trust is the successor to Delaware Group Adviser Funds,
Inc. (the "Predecessor Corporation") and, on behalf of each Series, intends to
adopt the Shareholder Services Agreement applicable to the corresponding series
(the "Predecessor Series") of the Predecessor Corporation.
WHEREAS, the Shareholder Services Agreements in effect between the
Predecessor Corporation, on behalf of the Predecessor Series, and DSC are set
forth in Schedule A to this Agreement.
NOW, THEREFORE, the parties hereto agree as follows:
1. Each Shareholder Services Agreement previously in effect between the
Predecessor Corporation, on behalf of a Predecessor Series, and DSC is
hereby adopted in its entirety by the Trust on behalf of the
corresponding Series, except that all references to the Predecessor
Corporation shall be replaced with references to the Trust and all
references to the Predecessor Series shall be replaced with references
to the corresponding Series.
2. Each Shareholder Services Agreement shall continue in full force and
effect as set forth therein for the remainder of its term.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of
the date set forth above.
DELAWARE GROUP ADVISER FUNDS
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: President
DELAWARE SERVICE COMPANY,
INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Title: Senior Vice President
SCHEDULE A
1. Shareholder Services Agreement dated as of 9/25/95 with respect to the
Delaware U.S. Growth, Delaware New Pacific and Delaware Overseas Equity
Funds.