0000930413-20-001863 Sample Contracts

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds • New York

AGREEMENT made as of the 31st day of July 2020 by and between Mercer Investments LLC, a Delaware limited liability company (the “Advisor”), and Brandywine Global Investment Management, LLC a Delaware limited liability company (the “Sub-Advisor”).

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SUB SUB-ADVISORY AGREEMENT
Sub Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds • California

AGREEMENT made as of the 31st day of July, 2020 by and between Western Asset Management Company, LLC, a California limited liability company (the “Advisor”), and Western Asset Management Company Limited, a private limited company incorporated in England and Wales (the “Sub-Advisor”).

AMENDMENT #1 TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds

THIS AMENDMENT #1 (“Amendment”) to the Sub-Advisory Agreement (“Agreement”) dated as of the 13th day of November, 2009, by and between Mercer Investments LLC (formerly, Mercer Global Investments, Inc.), a Delaware limited liability company (the “Advisor”) and Massachusetts Financial Services Company (d/b/a “MFS Investment Management”), a Delaware corporation (the “Sub-Advisor” is made effective as of the first day of April, 2020.

AMENDMENT #1 TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds

THIS AMENDMENT #1 (“Amendment”) to the Sub-Advisory Agreement (“Agreement”) dated June 30, 2008, by and between Mercer Global Investments, Inc. (now known as Mercer Investment Management, Inc.), a Delaware Corporation (the “Advisor”) and Westfield Capital Management, LP, a Delaware Limited Partnership (the “Sub-Advisor”), is made effective as of the 17th day of September, 2015.

Dynamic Cash Allocation Services Agreement
Dynamic Cash Allocation Services Agreement • July 28th, 2020 • Mercer Funds • Massachusetts

This Dynamic Cash Allocation Services Agreement (“Agreement”) dated and effective as of March 30, 2020 by and between State Street Bank and Trust Company (“State Street”) and each Mercer Funds (formerly known as MGI Funds) (each, a “Fund”) on behalf of its respective series, if any (each, a “Portfolio”).

AMENDMENT #1 TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds

THIS AMENDMENT #1 (“Amendment”) to the Sub-Advisory Agreement (“Agreement”) dated June 20, 2016, by and between Mercer Investment Management, Inc., a Delaware Corporation (the “Advisor”) and Mondrian Investment Partners Limited, a company organized under the laws of England and Wales (the “Sub-Advisor”), is executed as of 4th day of April, 2018.

AMENDMENT #1 TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 28th, 2020 • Mercer Funds

THIS AMENDMENT #1 (“Amendment”) to the Sub-Advisory Agreement (“Agreement”) dated as of the 25th day of June, 2018, by and between Mercer Investments LLC (formerly, Mercer Investment Management, Inc.), a Delaware limited liability company (the “Advisor”) and BlackRock International Limited, a corporation organized under the laws of Scotland (the “Sub-Advisor”) is made effective as of this 2nd day of April, 2020.

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