AMENDED & RESTATED EXHIBIT B TO THE SHAREHOLDER SERVICING AGREEMENT
Exhibit (h)(162)
AMENDED & RESTATED
EXHIBIT B
TO THE SHAREHOLDER SERVICING AGREEMENT
This Amended and Restated Exhibit B, as amended November 5, 2018 (“Exhibit B”), to the Shareholder Servicing Agreement dated November 13, 2008 (the “Agreement”), is effective as of November 5, 2018 and supersedes any prior Exhibit B to the Agreement.
COMPENSATION
Class A Shares – Ivy Core Equity Fund, Ivy Energy Fund, Ivy Global Growth Fund, Ivy IG International Small Cap Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Mid Cap Growth Fund, Ivy Natural Resources Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund and Ivy Small Cap Growth Fund
An amount payable on the first day of each month of $1.5042 for each Class A account of the Fund which was in existence during any portion of the immediately preceding month.
Class A Shares – Ivy Accumulative Fund
An amount payable on the first day of each month of $1.5292 for each Class A account of the Fund which was in existence during any portion of the immediately month preceding.
Class A Shares – Ivy Apollo Multi-Asset Income Fund, Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Emerging Markets Equity Fund, Ivy Global Equity Income Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy Pictet Targeted Return Bond Fund, Ivy ProShares S&P 500 Dividend Aristocrats Index Fund, Ivy ProShares ▇▇▇▇▇▇▇ 2000 Dividend Growers Index Fund, Ivy ProShares MSCI ACWI Index Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month of $1.5792 for each Class A account of the Fund which was in existence during any portion of the immediately preceding month.
Class A Shares – Ivy Apollo Strategic Income Fund, Ivy California Municipal High Income Fund, Ivy Corporate Bond Fund, Ivy Crossover Credit Fund, Ivy Government Securities Fund, Ivy Global Bond Fund, Ivy High Income Fund, Ivy Municipal Bond Fund, Ivy Municipal High Income Fund, Ivy PineBridge High Yield Fund, Ivy ProShares Interest Rate Hedged High Yield Index Fund, Ivy ProShares S&P 500 Bond Index Fund and Ivy Securian Core Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class A account of the Fund which was in existence during any portion of the immediately preceding month.
Class A Shares – Ivy Limited-Term Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class A account of the Fund which was in existence during any portion of the immediately preceding month and, in addition, the Fund also pays WRSCO a monthly fee of $0.75 for each shareholder check it processes.
Class A Shares – Ivy Government Money Market Fund and ▇▇▇ ▇▇▇▇ Management Fund
An amount payment on the first day of each month of $1.75 for each Class A account of the Fund which was in existence during any portion of the immediately preceding month and, in addition, the Fund also pays WRSCO a monthly fee of $0.75 for each shareholder check it processes.
Class B Shares – Ivy Core Equity Fund, Ivy Energy Fund, Ivy Global Growth Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Mid Cap Growth Fund, Ivy Natural Resources Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund and Ivy Small Cap Growth Fund
An amount payable on the first day of each month of $1.5042 for each Class B account of the Fund which was in existence during any portion of the immediately preceding month.
Class B Shares – Ivy Accumulative Fund
An amount payable on the first day of each month of $1.5292 for each Class B account of the Fund which was in existence during any portion of the immediately preceding month.
Class B Shares – Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Global Equity Income Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month of $1.5792 for each Class B account of the Fund which was in existence during any portion of the immediately preceding month.
Class B Shares – Ivy Corporate Bond Fund, Ivy Global Bond Fund, Ivy Government Securities Fund, Ivy High Income Fund, Ivy Limited-Term Bond Fund, Ivy Municipal Bond Fund, Ivy Municipal High Income Fund and Ivy Securian Core Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class B account of the Fund which was in existence during any portion of the immediately preceding month.
Class B Shares – Ivy Government Money Market Fund and ▇▇▇ ▇▇▇▇ Management
An amount payment on the first day of each month of $1.75 for each Class B account of the Fund which was in existence during any portion of the immediately preceding month.
Class C Shares – Ivy Core Equity Fund, Ivy Energy Fund, Ivy Global Growth Fund, Ivy IG International Small Cap Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Mid Cap Growth Fund, Ivy Natural Resources Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund and Ivy Small Cap Growth Fund
An amount payable on the first day of each month of $1.5042 for each Class C account of the Fund which was in existence during any portion of the immediately preceding month.
Class C Shares – Ivy Accumulative Fund
An amount payable on the first day of each month of $1.5292 for each Class C account of the Fund which was in existence during any portion of the immediately preceding month.
Class C Shares – Ivy Apollo Multi-Asset Income Fund, Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Emerging Markets Equity Fund, Ivy Global Equity Income Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy Pictet Targeted Return Bond Fund, Ivy Value Fund, Ivy Securian Real Estate Securities Fund and Ivy Small Cap Core Fund
An amount payable on the first day of each month of $1.5792 for each Class C account of the Fund which was in existence during any portion of the immediately preceding month.
Class C Shares – Ivy Apollo Strategic Income Fund, Ivy California Municipal High Income Fund, Ivy Corporate Bond Fund, Ivy Global Bond Fund, Ivy Government Securities Fund, Ivy High Income Fund, Ivy Limited-Term Bond Fund, Ivy Municipal Bond Fund, Ivy Municipal High Income Fund and Ivy Securian Core Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class C account of the Fund which was in existence during any portion of the immediately preceding month.
Class C Shares – Ivy Government Money Market Fund and ▇▇▇ ▇▇▇▇ Management Fund
An amount payment on the first day of each month of $1.75 for each Class C account of the Fund which was in existence during any portion of the immediately preceding month
Class E Shares – Ivy Core Equity Fund, Ivy Energy Fund, Ivy Global Growth Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Mid Cap Growth Fund, Ivy Natural Resources Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund and Ivy Small Cap Growth Fund
An amount payable on the first day of each month of $1.5042 for each Class E account of the Fund which was in existence during any portion of the immediately preceding month.
Class E Shares – Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Emerging Markets Equity Fund, Ivy Global Equity Income Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy ProShares S&P 500 Dividend Aristocrats Index Fund, Ivy ProShares ▇▇▇▇▇▇▇ 2000 Dividend Growers Index Fund, Ivy ProShares MSCI ACWI Index Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month of $1.5792 for each Class E account of the Fund which was in existence during any portion of the immediately preceding month.
Class E Shares – Ivy Crossover Credit Fund, Ivy Global Bond Fund, Ivy Government Securities Fund, Ivy High Income Fund, Ivy Limited-Term Bond Fund, Ivy ProShares Interest Rate Hedged High Yield Index Fund, Ivy ProShares S&P 500 Bond Index Fund and Ivy Securian Core Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class E account of the Fund which was in existence during any portion of the immediately preceding month.
Class E Shares – Ivy Government Money Market Fund
An amount payment on the first day of each month of $1.75 for each Class E account of the Fund which was in existence during any portion of the immediately preceding month
Class I Shares – All Funds except Ivy Managed International Opportunities Fund
An amount payable on the first day of each month equal to 1/12 of .15 of 1% of the average daily net assets of the Class for the preceding month.
Class N Shares – Ivy Apollo Multi-Asset Income Fund, Ivy Apollo Strategic Income Fund, Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy California Municipal High Income Fund, Ivy Crossover Credit Fund, Ivy Core Equity Fund, Ivy Emerging Markets Equity Fund, Ivy Energy Fund, Ivy Global Bond Fund, Ivy Global Equity Income Fund, Ivy Global Growth Fund, Ivy Government Money Market Fund, Ivy Government Securities Fund, Ivy High Income Fund, Ivy IG International Small Cap Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy Limited-Term Bond Fund, Ivy Managed International Opportunities Fund, Ivy Mid Cap Growth Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Municipal Bond Fund, Ivy Municipal High Income Fund, Ivy Natural Resources Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy Pictet Targeted Return Bond Fund, Ivy PineBridge High Yield Fund, Ivy ProShares S&P 500 Dividend Aristocrats Index Fund, Ivy ProShares ▇▇▇▇▇▇▇ 2000 Dividend Growers Index Fund, Ivy ProShares MSCI ACWI Index Fund, Ivy ProShares Interest Rate Hedged High Yield Index Fund, Ivy ProShares S&P 500 Bond Index Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund, Ivy Securian Core Bond Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Growth Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month equal to 1/12 of .01 of 1% of the average daily net assets of the Class for the preceding month.
Class R Shares – Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Core Equity Fund, Ivy Crossover Credit Fund, Ivy Emerging Markets Equity Fund, Ivy Energy Fund, Ivy Global Bond Fund, Ivy Global Growth Fund, Ivy Global Equity Income Fund, Ivy Government Securities Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy High Income Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Limited-Term Bond Fund, Ivy Mid Cap Growth Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Natural Resources Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy PineBridge High Yield Fund, Ivy ProShares S&P 500 Dividend Aristocrats Index Fund, Ivy ProShares ▇▇▇▇▇▇▇ 2000 Dividend Growers Index Fund, Ivy ProShares MSCI ACWI Index Fund, Ivy ProShares Interest Rate Hedged High Yield Index Fund, Ivy ProShares S&P 500 Bond Index Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund, Ivy Securian Core Bond Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Growth Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month equal to 1/12 of .25 of 1% of the average daily net assets of the Class for the preceding month.
Class T Shares – Ivy Core Equity Fund, Ivy Energy Fund, Ivy Global Growth Fund, Ivy IG International Small Cap Fund, Ivy International Core Equity Fund, Ivy Large Cap Growth Fund, Ivy Mid Cap Growth Fund, Ivy Natural Resources Fund, ▇▇▇ ▇▇▇▇▇ International Value Fund, Ivy Science & Technology Fund and Ivy Small Cap Growth Fund
An amount payable on the first day of each month of $1.5042 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month.
Class T Shares – Ivy Accumulative Fund
An amount payable on the first day of each month of $1.5292 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month.
Class T Shares – Ivy Apollo Multi-Asset Income Fund, Ivy Asset Strategy Fund, Ivy Balanced Fund, Ivy Emerging Markets Equity Fund, Ivy Global Equity Income Fund, ▇▇▇ ▇▇▇▇▇▇▇ Global Real Estate Fund, Ivy Mid Cap Income Opportunities Fund, Ivy Pictet Emerging Markets Local Currency Debt Fund, Ivy Pictet Targeted Return Bond Fund, Ivy ProShares S&P 500 Dividend Aristocrats Index Fund, Ivy ProShares ▇▇▇▇▇▇▇ 2000 Dividend Growers Index Fund, Ivy ProShares MSCI ACWI Index Fund, Ivy Securian Real Estate Securities Fund, Ivy Small Cap Core Fund and Ivy Value Fund
An amount payable on the first day of each month of $1.5792 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month.
Class T Shares – Ivy Apollo Strategic Income Fund, Ivy California Municipal High Income Fund, Ivy Corporate Bond Fund, Ivy Crossover Credit Fund, Ivy Global Bond Fund, Ivy Government Securities Fund, Ivy High Income Fund, Ivy Municipal Bond Fund and Ivy Municipal High Income Fund, Ivy ProShares Interest Rate Hedged High Yield Index Fund, Ivy ProShares S&P 500 Bond Index Fund and Ivy Securian Core Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month.
Class T Shares – Ivy Limited-Term Bond Fund
An amount payable on the first day of each month of $1.6958 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month and, in addition, the Fund also pays WRSCO a monthly fee of $0.75 for each shareholder check it processes.
Class T Shares – Ivy Government Money Market Fund
An amount payment on the first day of each month of $1.75 for each Class T account of the Fund which was in existence during any portion of the immediately preceding month and, in addition, the Fund also pays WRSCO a monthly fee of $0.75 for each shareholder check it processes.
Class Y Shares – All Funds except Ivy Managed International Opportunities Fund
An amount payable on the first day of each month equal to 1/12 of .15 of 1% of the average daily net assets of the Class for the preceding month.
All Classes – Ivy Managed International Opportunities Fund and ▇▇▇ ▇▇▇▇▇▇▇▇ Global Allocation Fund
No fee is charged to Ivy Managed International Opportunities Fund and ▇▇▇ ▇▇▇▇▇▇▇▇ Global Allocation Fund as compensation for services rendered under this Shareholder Servicing Agreement. These classes do, however, reimburse any “out-of-pocket” expenses incurred by WRSCO in the performance of its duties under this Agreement.
Reduction Based on Number of Accounts
The above-referenced per account fees for Class A, Class B, Class C, Class E and Class T shall be reduced if the total number of accounts for which WRSCO provides shareholder services reaches the following levels:
A reduction of 5% of the per account fee for the number of accounts in excess of 2.5 million but less than 3.0 million; and
A reduction of 10% of the per account fee for the number of accounts in excess of 3.0 million.
When considering the total number of accounts for the purpose of the reductions listed above, Class A, Class B, Class C, Class E and Class T accounts in each of Ivy Funds and ▇▇▇▇▇▇▇ & ▇▇▇▇ Advisors Funds are included. Accounts in Class I, Class N, Class R and Class Y of Ivy Funds, ▇▇▇▇▇▇▇ & ▇▇▇▇ Advisors Funds and InvestEd Portfolios accounts, as applicable, are excluded.
Networking Fees
The above-referenced per account fees shall be reduced for certain networked accounts to $6.00 per account on an annualized basis computed and payable on the first day of each month for each account that was in existence during any portion of the immediately preceding month with affected the Funds bearing the remainder of the costs charged by the financial services companies. WRSCO will pay the third parties for performing such services and the Fund will reimburse WRSCO for such costs if the annual rate of the third-party per account charges for a Fund are less than or equal to $12.00 per account or an annual fee of 0.14 of 1% that is based on average daily net assets.
Omnibus and/or Recordkeeping Fees
The Funds shall bear the costs charged by unaffiliated third parties for providing recordkeeping and other administrative services with respect to accounts of participants in retirement plans or other beneficial owners of Fund shares whose interests are generally held in an omnibus account. WRSCO will pay the third parties for performing such services and the Fund will reimburse WRSCO for such costs if the annual rate of the third-party per account charges for a Fund are less than or equal to $18.00 per account or an annual fee of 0.20 of 1% that is based on average daily net assets.