0001104659-19-011471 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

THIS AGREEMENT is made and entered into as of the 4th day of May, 2018 by and among ABERDEEN FUNDS (the “Trust”), a Delaware statutory trust, ABERDEEN ASSET MANAGEMENT INC. (the “Adviser”) a Delaware corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and ABERDEEN ASSET MANAGERS LIMITED, a United Kingdom corporation (the “Subadviser”), and also registered under the Advisers Act.

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DEALER AGREEMENT
Dealer Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

AGREEMENT, made as of this day of , 20 , by and between Aberdeen Fund Distributors LLC (“Distributor”) and (“Dealer”) whereby Dealer agrees to participate in the distribution of the shares (“Shares”) of any and all current and future series and classes of the Aberdeen Funds, a Delaware Statutory Trust and the Aberdeen Investment Funds, a Massachusetts Business Trust (the “Funds”) (i) that are effective or become effective with the U.S. Securities and Exchange Commission; (ii) that are available for sale; and (iii) for which a Distribution Plan pursuant to Rule 12b-1 of the Investment Company Act of 1940, as amended (the “1940 Act”), is in place for Shares of such series and class (each such series, a “Fund”). Dealer also agrees to provide distribution and shareholder services to the Funds subject to the following terms and conditions.

SERVICING AGREEMENT ABERDEEN FUNDS
Servicing Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

Agreement, made as of this day of , 20 between Aberdeen Funds (the “Trust”), Aberdeen Standard Investments Inc. (formerly, Aberdeen Asset Management Inc.) (“ASI”) as investment adviser to the series of the Trust, and , whereby you agree to provide certain administrative support services to your customers who may from time to time be the record or beneficial owners of shares (such shares referred to herein as the “Shares”) of any and all current and future series and classes of Aberdeen Funds (the “Trust”) (i) that are effective or become effective with the U.S. Securities and Exchange Commission; (ii) that are available for sale; and (iii) for which an Administrative Services Plan is in place for Shares of such series and class (each such series, a “Fund”) subject to the following terms and conditions:

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

THIS AGREEMENT is made and entered into as of the 4th day of May, 2018 by and between ABERDEEN FUNDS (the “Trust”), a Delaware statutory trust, and ABERDEEN ASSET MANAGEMENT INC. (the “Adviser”), a Delaware corporation registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”).

ABERDEEN FUNDS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

AGREEMENT made as of March 6, 2018 by and between Aberdeen Funds Trust (the “Trust”), on behalf of the series listed on Schedule A (individually a “Fund” and collectively the “Funds”), and Aberdeen Asset Management Inc. (the “Adviser”):

AMENDMENT to Transfer Agency and Service Agreement among Aberdeen Funds and Aberdeen Investment Funds and DST Asset Manager Solutions, Inc.
Aberdeen Funds • February 28th, 2019

This Amendment is made as of this 22nd day of February, 2019, between Aberdeen Funds and Aberdeen Investment Funds each on behalf of each of the entities, individually and not jointly, as listed on Schedule A (collectively, the “Funds”) and DST Asset Manager Solutions, Inc. (f/k/a Boston Financial Data Services) the Funds and the Transfer Agent. The Funds and the Transfer Agent are parties to a Transfer Agency and Service Agreement dated June 3, 2011, as amended, (the “Agreement”). In accordance with Section 16.1 (Amendment) of the Agreement, the parties desire to amend the Agreement as set forth herein.

May 4, 2018 State Street Bank and Trust Company One Heritage Drive North Quincy, Massachusetts 02171 Attention: Clint Garran, Vice President
Master Custodian Agreement • February 28th, 2019 • Aberdeen Funds

Reference is made to the Amended and Restated Master Custodian Agreement dated as of June 1, 2010 (the “Agreement”), as amended, between each management investment company identified on Appendix A thereto and State Street Bank and Trust Company.

Amended and Restated Schedule A dated February 21, 2019 to the Underwriting Agreement dated June 10, 2008 between Aberdeen Funds and Aberdeen Fund Distributors, LLC
Aberdeen Funds • February 28th, 2019

Aberdeen U.S. Mid Cap Equity Fund Aberdeen Dynamic Dividend Fund Aberdeen Global Infrastructure Fund Aberdeen Short Duration High Yield Municipal Fund* (formerly, Aberdeen High Yield Managed Duration Municipal Fund) Aberdeen International Real Estate Equity Fund Aberdeen Realty Income & Growth Fund Aberdeen Income Builder Fund Aberdeen Ultra Short Municipal Income Fund

Amended and Restated FUND ADMINISTRATION AGREEMENT
Fund Administration Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

This Fund Administration Agreement (the “Agreement”) is amended and restated as of March 6, 2018 between Aberdeen Funds (the “Trust”), a Delaware statutory trust, and Aberdeen Asset Management Inc. (“AAMI”), a Delaware corporation.

AMENDMENT TO SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • February 28th, 2019 • Aberdeen Funds • Massachusetts

This Amendment to the Sub-Administration Agreement is made as of June 29, 2018 (the “Amendment”) by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”) and Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”) and shall be effective as set forth in Section 2 below. Capitalized terms used in this Amendment without definition shall have the respective meanings ascribed to such terms in the Agreement (as defined below).

May 4, 2018 State Street Bank and Trust Company One Heritage Drive North Quincy, Massachusetts 02171 Attention: Clint Garran, Vice President Re: Aberdeen Funds — New Series of Shares Ladies and Gentlemen:
Sub-Administration Agreement • February 28th, 2019 • Aberdeen Funds

Reference is made to the Sub-Administration Agreement between State Street Bank and Trust Company (the “Sub-Administrator”) and Aberdeen Asset Management Inc. (the “Administrator”) dated as of June 1, 2010, as amended and supplemented (the “Agreement”).

FIRST AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

AMENDMENT, effective as of the 28th day of February 2019 between ABERDEEN FUNDS (the “Trust”) and ABERDEEN STANDARD INVESTMENTS INC. (formerly, Aberdeen Asset Management Inc.) (the “Adviser”) to that certain Investment Advisory Agreement dated May 4, 2018 (the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.

AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 28th, 2019 • Aberdeen Funds • Delaware

AMENDMENT, effective as of the 12th day of December, 2018 between ABERDEEN FUNDS (the “Trust”) and ABERDEEN ASSET MANAGEMENT INC. (the “Adviser”) to that certain Investment Advisory Agreement dated February 7, 2008, as amended (the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.

AMENDMENT to Transfer Agency and Service Agreement Between Aberdeen Funds and Aberdeen Investment Funds And DST Asset Manager Solutions, Inc.
Aberdeen Funds • February 28th, 2019

This Amendment is made as of this 4th day of May, 2018, between the Funds and Aberdeen Investment Funds each on behalf of each of the entities, individually and not jointly, as listed on Schedule A (collectively, the “Funds”) and DST Asset Manager Solutions, Inc. (f/k/a Boston Financial Data Services, Inc.) (the “Transfer Agent”). The Funds and the Transfer Agent are parties to a Transfer Agency and Service Agreement dated June 3, 2011, as amended, (the “Agreement”). In accordance with Section 16.1 (Amendment) and Section 17(Additional Portfolios/Funds) of the Agreement, the parties desire to amend the Agreement as set forth herein.

Ladies and Gentlemen: Reference is made to the Amended and Restated Master Custodian Agreement dated as of June 1, 2010 (the “Agreement”), as amended, between each management investment company identified on Appendix A thereto and State Street Bank...
Master Custodian Agreement • February 28th, 2019 • Aberdeen Funds

This letter is to provide notice of certain changes to the series of the Trust, including the creation of Class A1 shares of the Aberdeen Ultra Short Municipal Income Fund effective as of February 28, 2019. Additionally, the Aberdeen Tax-Free Income Fund and Aberdeen High Yield Managed Duration Municipal Income Fund will undergo name changes effective February 28, 2019. The Board of Trustees of the Trust also approved the liquidation of the Aberdeen Asia Bond Fund, expected to occur on or about February 21, 2019 (the “Liquidation Date”).

EXHIBIT B ABERDEEN FUNDS Fund Administration Agreement Fee Schedule Effective June 1, 2010 As amended December 12, 2018
Aberdeen Funds • February 28th, 2019

The Trust shall pay fees to the Administrator, as set forth in the schedule directly below, for the provision of services covered by this Agreement. Fees will be computed daily and payable monthly at an annual rate based on the aggregate amount of the Trust’s average daily net assets. The Trust will also be responsible for out-of-pocket expenses (including, but not limited to, the cost of the pricing services that the Administrator utilizes and any networking fees paid as out-of-pocket expenses) reasonably incurred by the Administrator and in providing services to the Trust. All fees and expenses shall be paid by the Trust to the Administrator on behalf of the Administrator.

SECOND N-PORT AMENDMENT TO SUB-ADMINISTRATION AGREEMENT
Sub-Administration Agreement • February 28th, 2019 • Aberdeen Funds • Massachusetts

This Amendment to the Sub-Administration Agreement is made as of August 24, 2018 (the “Amendment”) by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”), Aberdeen Asset Management Inc., a Delaware corporation (the “Administrator”), and, solely with respect to Section 6 of the Agreement (as defined below) and Sections 1 and 4 of this Amendment, each Fund (as defined in the Agreement) set forth in Schedule A to the Agreement. Capitalized terms used in this Amendment without definition shall have the respective meanings ascribed to such terms in the Agreement.

January 24, 2019 State Street Bank and Trust Company
Sub-Administration Agreement • February 28th, 2019 • Aberdeen Funds
AMENDED AND RESTATED EXHIBIT A* to the Amended and Restated Expense Limitation Agreement effective as of June 11, 2008, as most recently amended December 12, 2018 between ABERDEEN FUNDS and ABERDEEN STANDARD INVESTMENTS INC. (formerly, Aberdeen Asset...
Aberdeen Funds • February 28th, 2019

* Effective February 28, 2019. This contract may not be terminated before February 28, 2020 without the approval of the Independent Trustees.

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