0000891804-12-000948 Sample Contracts

HENDERSON GLOBAL FUNDS SUBSCRIPTION AGREEMENT
Global Funds • July 27th, 2012 • Henderson Global Funds
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AMENDMENT NO. 3 TO THE INVESTMENT ADVISORY AGREEMENT BETWEEN HENDERSON GLOBAL FUNDS AND HENDERSON GLOBAL INVESTORS (NORTH AMERICA) INC.
Investment Advisory Agreement • July 27th, 2012 • Henderson Global Funds • Delaware

AMENDMENT NO. 3 (this “Amendment”), dated as of August 1, 2012, to the Investment Advisory Agreement, dated August 31, 2001 as amended (the “Advisory Agreement”), between HENDERSON GLOBAL FUNDS (hereinafter referred to as the “Trust”) and HENDERSON GLOBAL INVESTORS (NORTH AMERICA) INC. (hereinafter referred to as the “Adviser”) shall be effective as of the date first written above. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

AMENDMENT NO. 4 TO THE SUB-ADVISORY AGREEMENT BETWEEN HENDERSON GLOBAL INVESTORS (NORTH AMERICA) INC. AND HENDERSON INVESTMENT MANAGEMENT LIMITED
Sub-Advisory Agreement • July 27th, 2012 • Henderson Global Funds • Delaware

AMENDMENT NO. 4 (this “Amendment”), dated as of August 1, 2012, to the Sub-Advisory Agreement, dated August 31, 2001 as amended (the “Subadvisory Agreement”), between HENDERSON GLOBAL INVESTORS (NORTH AMERICA) INC. (hereinafter referred to as the “Adviser”) and HENDERSON INVESTMENT MANAGEMENT LIMITED (hereinafter referred to as the “Subadviser”) shall be effective as of the date first written above. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

Henderson Global Funds
Henderson Global Funds • July 27th, 2012

Reference is made to the Custodian Agreement between Henderson Global Funds (the “Trust”) and State Street Bank and Trust Company (the “Custodian”) dated as of August 24, 2001, as amended (the “Agreement”).

Henderson Global Funds
Henderson Global Funds • July 27th, 2012

Reference is made to the Transfer Agency and Service Agreement between Henderson Global Funds (the “Trust”) and State Street Bank and Trust Company (the “Transfer Agent”) dated September 1, 2001, as amended (the “Agreement”).

SIXTH AMENDMENT TO HENDERSON GLOBAL FUNDS DISTRIBUTION AGREEMENT
Distribution Agreement • July 27th, 2012 • Henderson Global Funds • Delaware

This Amendment (the “Amendment”) to the Henderson Global Funds Distribution Agreement (the “Distribution Agreement”) dated as of March 31, 2009, as amended from time to time, by and between Henderson Global Funds (the “Trust”) and Foreside Fund Services, LLC (“Foreside”) is entered into as of August 1, 2012 (the “Effective Date”).

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 27th, 2012 • Henderson Global Funds

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of August 1, 2012 by and between Henderson Global Investors (North America) Inc., a Delaware corporation (the “Adviser”) and Henderson Global Funds, a Delaware statutory trust (the “Trust”), on behalf of the Henderson Dividend & Income Builder Fund, a series of the Trust (the “Fund”).

Henderson Global Funds
Henderson Global Funds • July 27th, 2012

Reference is made to the Administration Agreement between Henderson Global Funds (the “Trust”) and State Street Bank and Trust Company (the “Administrator”) dated as of August 31, 2001, as amended (the “Agreement”). Pursuant to the Agreement, this letter is to provide notice of the creation of an additional investment fund (the “Additional Investment Fund”), namely the Henderson Dividend & Income Builder Fund.

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