SUB-ADVISORY AGREEMENT ING INVESTORS TRUSTSub-Advisory Agreement • April 27th, 2011 • Ing Investors Trust • Arizona
This AGREEMENT is made as of this 21st day of January, 2011, between Directed Services LLC, a Delaware limited liability company (the “Manager”), and ING Investment Management Advisors B.V., an indirect wholly owned subsidiary of ING Groep N.V., domiciled in The Hague, The Netherlands (the “Sub-Adviser”) (the “Agreement”).
April 26, 2011 Mr. Wayne D. Weaver Managing Director and Senior Relationship Manager BNY Mellon Asset Servicing 4th Floor Wilmington, DE 19810 Dear Mr. Weaver:Ing Investors Trust • April 27th, 2011
Pursuant to the terms and conditions of the Custody Agreement, Foreign Custody Manager Agreement, Fund Accounting Agreement, Custody & Fund Accounting Fee Schedule, and Global Securities Fee Schedule, each dated January 6, 2003, the Cash Reserve Agreement dated March 31, 2003, and the Letter of Instruction and Indemnification Agreement In Connection With Signature Guarantees and Signature Verifications dated January 12, 2011 (collectively, the “Agreements”), we hereby notify you of the addition of ING Emerging Markets High Dividend Equity Fund (the “Fund”), effective April 26, 2011, to be included on the Amended Exhibit A to the Agreements as shown. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 28, 2011.
April 26, 2011 Mr. Wayne D. Weaver Managing Director and Senior Relationship Manager BNY Mellon Asset Servicing 4th Floor Wilmington, DE 19810 Dear Mr. Weaver:Ing Investors Trust • April 27th, 2011
Pursuant to the terms and conditions of the Custody Agreement, Foreign Custody Manager Agreement, Fund Accounting Agreement, Custody & Fund Accounting Fee Schedule, and Global Securities Fee Schedule, each dated January 6, 2003, the Cash Reserve Agreement dated March 31, 2003, and the Letter of Instruction and Indemnification Agreement In Connection With Signature Guarantees and Signature Verifications dated January 12, 2011 (collectively, the “Agreements”), we hereby notify you of the addition of ING Emerging Markets High Dividend Equity Fund (the “Fund”), effective April 26, 2011, to be included on the Amended Exhibit A to the Agreements as shown. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 28, 2011.
April 26, 2011 Mr. Wayne D. Weaver Managing Director and Senior Relationship Manager BNY Mellon Asset Servicing 4th Floor Wilmington, DE 19810 Dear Mr. Weaver:Ing Investors Trust • April 27th, 2011
Pursuant to the terms and conditions of the Custody Agreement, Foreign Custody Manager Agreement, Fund Accounting Agreement, Custody & Fund Accounting Fee Schedule, and Global Securities Fee Schedule, each dated January 6, 2003, the Cash Reserve Agreement dated March 31, 2003, and the Letter of Instruction and Indemnification Agreement In Connection With Signature Guarantees and Signature Verifications dated January 12, 2011 (collectively, the “Agreements”), we hereby notify you of the addition of ING Emerging Markets High Dividend Equity Fund (the “Fund”), effective April 26, 2011, to be included on the Amended Exhibit A to the Agreements as shown. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 28, 2011.
AMENDMENT TO TRANSFER AGENCY SERVICES AGREEMENTTransfer Agency Services Agreement • April 27th, 2011 • Ing Investors Trust
This Amendment, effective as of February 8, 2011, amends the Transfer Agency Agreement (the “Agreement”) dated the 25th day of February, 2009, by and between PNC Global Investment Servicing (U.S.) Inc., now known as BNY Mellon Investment Servicing (US) Inc. , a Massachusetts corporation (“BNYM”), and each of the registered investment companies (each, a “Fund”) on behalf of all series thereof (each, a “Portfolio”) listed on Exhibit “A” of the Agreement, as amended from time to time.
February 28, 2011 Ms. Katherine Dinella Vice President The Bank of New York Mellon - Securities Lending New York, NY 10286 Dear Ms. Dinella:Securities Lending Agreement • April 27th, 2011 • Ing Investors Trust
Pursuant to the terms and conditions of the Securities Lending Agreement and Guaranty dated August 7, 2003 and the Subscription Agreement dated August 8, 2003 (the “Agreements”), we hereby notify you of the addition of ING Australia Index Portfolio (the “Portfolio”), a newly established series of ING Variable Portfolios, Inc., to be included on the Amended Exhibit A to the Agreements. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 1, 2011, and is attached hereto.
SUB-ADVISORY AGREEMENTSub-Advisory Agreement • April 27th, 2011 • Ing Investors Trust • Delaware
AGREEMENT made this 30th day of April, 2010, among ING Investors Trust (the “Trust”), a Massachusetts business trust, Directed Services LLC (the “Adviser”), a Delaware limited liability company, and Dimensional Fund Advisors LP (the “Sub-Adviser”), a Delaware limited partnership (the “Agreement”).
INVESTMENT SUBADVISORY AGREEMENT Between and Among AndAgreement • April 27th, 2011 • Ing Investors Trust • Maryland
This INVESTMENT SUBADVISORY AGREEMENT (“Agreement”), is dated as of the close of business on December 31, 2010, between and among T. Rowe Price Associates, Inc. (the “Adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America and T. Rowe Price International Ltd (the “Subadviser”), a corporation organized and existing under the laws of the United Kingdom.
INVESTMENT MANAGEMENT SUB-DELEGATION AGREEMENT Between andInvestment Management Sub-Delegation Agreement • April 27th, 2011 • Ing Investors Trust • Maryland
This INVESTMENT MANAGEMENT SUB-DELEGATION AGREEMENT (the “Agreement”), is dated as of 3 January 2011, by and between T. Rowe Price Associates, Inc. (the “Adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America, with its principal office at 100 East Pratt Street, Baltimore MD 21202, United States and T. Rowe Price International Ltd, Tokyo Branch, the Tokyo branch of T. Rowe Price International Ltd (“TRPIL-Tokyo”), a registered investment management business provider and investment advisory/agency business provider under FI&E Law in Japan, with its office at Yamato Seimei Building 20th Floor, 1-7, Uchisaiwai-cho 1-chome, Chiyoda-ku, Tokyo 100-0011, Japan. T. Rowe Price International Ltd is a registered investment adviser under the Investment Advisers Act of 1940 (“Advisers Act”).
Directed Services LLC January 21, 2011 Seamus Ray Baltimore, MD 21202 Dear Mr. Ray:Ing Investors Trust • April 27th, 2011
Pursuant to Section 1 of the Portfolio Management Agreement dated October 24, 1997, as amended, among ING Investors Trust, Directed Services LLC and T. Rowe Price Associates, Inc., as amended (the “Agreement”), we hereby notify you of our intention to retain you as Sub-Adviser to render investment advisory services to ING T. Rowe Price International Stock Portfolio, a series of ING Investors Trust (the “Portfolio”), effective on or about January 21, 2011 upon all of the terms and conditions set forth in the Agreement. Upon your acceptance, the Agreement will be modified to give effect to the foregoing by amending the Amended Schedule A and the Amended Schedule B of the Agreement. The Amended Schedule A, which lists the series subject to the Agreement, and the Amended Schedule B, with the annual sub-advisory fees indicated for the Portfolio, are attached hereto.
Directed Services LLCIng Investors Trust • April 27th, 2011
Directed Services LLC (“DSL”), and ING Investors Trust (“IIT”) have entered into the Amended and Restated Expense Limitation Agreement dated August 2, 2010, as amended (the “ELA”). The ELA provides that DSL will limit the expense ratios of ING T. Rowe Price International Stock Portfolio, formerly, ING Marsico International Opportunities Portfolio (“T. Rowe Price Portfolio”), ING Franklin Income Portfolio (“Franklin Portfolio”), and ING MFS Utilities Portfolio (“MFS Portfolio” and collectively, the “Portfolios”) through waivers of advisory fees and reimbursements of expenses. The expense limits were increased on May 1, 2009 with respect to T. Rowe Price Portfolio; on April 30, 2010, the expense limits were increased for Franklin Portfolio and further increased for T. Rowe Price Portfolio; and on May 2, 2011, the expense limits were increased for MFS Portfolio (collectively the “ELA Amendment Dates”).
ING INVESTORS TRUST AMENDMENT #68 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Effective: January 21, 2011Ing Investors Trust • April 27th, 2011
The undersigned being a majority of the trustees of ING Investors Trust, a Massachusetts business trust (the “Trust”), acting pursuant to Article VI, Sections 6.2 and 6.3 and Article XI, Section 11.4 of the Trust’s Amended and Restated Agreement and Declaration of Trust dated February 26, 2002, as amended (the “Declaration of Trust”), hereby amend the Declaration of Trust to
May 1, 2011 ING Investors Trust Suite 100 Scottsdale, Arizona 85258Ing Investors Trust • April 27th, 2011
Pursuant to our letter agreement dated May 1, 2011, we have agreed to waive the shareholder service fee payable to us under the Shareholder Service Plan for Service Class Shares of ING U.S. Stock Index Portfolio (the “Portfolio”), a series of ING Investors Trust (the “Agreement”), of 0.01% of the average daily net assets attributable to Service Class Shares of the Portfolio from May 1, 2011 through and including May 1, 2012.
ING INVESTORS TRUST AMENDMENT #69 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST ABOLITION OF SERIES OF SHARES OF BENEFICIAL INTERESTIng Investors Trust • April 27th, 2011
The undersigned, being a majority of the Trustees of ING Investors Trust, a Massachusetts business trust (the “Trust”), acting pursuant to Article VI, Section 6.2 and Article XI, Sections 11.2 and 11.4 of the Trust’s Amended and Restated Agreement and Declaration of Trust, dated February 26, 2002, as amended, hereby abolish the ING American Funds Growth-Income Portfolio, the ING BlackRock Large Cap Value Portfolio, the ING Lord Abbett Growth and Income Portfolio, and the ING Morgan Stanley Global Tactical Asset Allocation Portfolio, and the establishment and designation thereof, there being no shares of each such series currently outstanding.
ING INVESTORS TRUST AMENDMENT #70 TO THE AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Effective: April 29, 2011Ing Investors Trust • April 27th, 2011
The undersigned being a majority of the trustees of ING Investors Trust, a Massachusetts business trust (the “Trust”), acting pursuant to Article VI, Sections 6.2 and 6.3 and Article XI, Section 11.4 of the Trust’s Amended and Restated Agreement and Declaration of Trust dated February 26, 2002, as amended (the “Declaration of Trust”), hereby amend the Declaration of Trust to
ING Investments, LLC Suite 100 Scottsdale, AZ 85258-2034 May 1, 2011 ING Investors Trust Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Ing Investors Trust • April 27th, 2011
Pursuant to the Sub-Advisory Agreement dated January 3, 2006 (the “Agreement”) between ING Investments, LLC and ING Clarion Real Estate Securities L.P. (“Clarion”), as amended, the sub-advisory fee for ING Clarion Global Real Estate Portfolio (the “Portfolio”) was reduced on May 1, 2009.
January 22, 2011 ING Investors Trust 7337 East Doubletree Ranch Road Scottsdale, AZ 85258-2034Ing Investors Trust • April 27th, 2011
By execution of this letter agreement (the “Agreement”) to the Expense Limitation Agreement dated September 15, 2008, as amended, intending to be legally bound hereby, Directed Services LLC (“DSL”), the Adviser to ING American Funds World Allocation Portfolio (the “Portfolio”), agrees that DSL shall, from on or about January 22, 2011 through and including May 1, 2012, waive all or a portion of its investment management fee and/or reimburse expenses in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratio of the Portfolio, including expenses of the underlying investment companies, shall be as follows:
Directed Services LLC January 21, 2011 ING Investors Trust Scottsdale, AZ 85258 Ladies and Gentlemen:Ing Investors Trust • April 27th, 2011
Pursuant to the Sub-Advisory Agreement dated November 2, 2010 between Directed Services LLC and ING Investment Management Co., as amended, the sub-advisory fee for ING Large Cap Value Portfolio (formerly, ING Pioneer Equity Income Portfolio, the “Portfolio”) was reduced on January 21, 2011.
Directed Services LLC July 30, 2010 Mr. Michael Gioffre Senior Vice President ING Investment Management Co. Hartford, CT 06103-3607Ing Investors Trust • April 27th, 2011
Pursuant to the Sub-Advisory Agreement dated August 1, 2003 between Directed Services LLC and ING Investment Management Co., as amended (the “Agreement”), we hereby notify you of our intention to retain you as Sub-Adviser to render investment advisory services to ING Wells Fargo Small Cap Disciplined Portfolio (the “Portfolio”), a series of ING Investors Trust, effective on or about July 30, 2010, upon all of the terms and conditions set forth in the Agreement, until at least August 21, 2010, at which time the Portfolio is scheduled to merge with and into ING Small Company Portfolio, a series of ING Variable Portfolios, Inc., subject to shareholder approval. Upon your acceptance, the Agreement will be modified to give effect to the foregoing by adding the Portfolio to the Amended Schedule A of the Agreement. The Amended Schedule A, with the annual sub-advisory fees indicated for the Portfolio, is attached hereto.
Directed Services LLC May 1, 2011 ING Investors Trust Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Ing Investors Trust • April 27th, 2011
Pursuant to the Portfolio Management Agreement dated April 29, 2005, among Pioneer Investment Management, Inc., ING Investors Trust and Directed Services LLC, (the “Portfolio Management Agreement”) the sub-advisory fee for ING Pioneer Mid Cap Value Portfolio (the “Portfolio”) was reduced to be effective on September 6, 2008.
SUBSTITUTION AGREEMENTSubstitution Agreement • April 27th, 2011 • Ing Investors Trust
This Substitution Agreement is made as of April 1, 2010, by and among Wells Capital Management Inc. (the “Portfolio Manager”), ING Investors Trust (the “Trust”), and Directed Services LLC (the “Manager”).
EXPENSE LIMITATION AGREEMENT ING INVESTORS TRUSTExpense Limitation Agreement • April 27th, 2011 • Ing Investors Trust
This EXPENSE LIMITATION AGREEMENT (this “Agreement”), effective this 14th day of December 2010, is made by and between ING Investments, LLC (the “Manager”) and ING Investors Trust (the “Registrant”). The Registrant is a series fund investment company, and is entering into this Agreement on behalf of, and this Agreement shall apply to, each series of Registrant set forth on Schedule A hereto (each a “Fund,” collectively the “Funds”), as such schedule may be amended from time to time to add or delete series.
SUB-ADVISORY AGREEMENTSub-Advisory Agreement • April 27th, 2011 • Ing Investors Trust • Delaware
AGREEMENT made this 2nd day of August, 2010, among ING Goldman Sachs Commodity Strategy Portfolio (Cayman), Ltd. (the “Fund”), a Cayman Islands exempted company, Directed Services, LLC (the “Adviser”), a Delaware limited liability company, and Goldman Sachs Asset Management, L.P. (the “Sub-Adviser”), a limited partnership organized under the laws of the State of Delaware (the “Agreement”).
