0001104659-22-009724 Sample Contracts

FIRST AMENDMENT TO FATCA SUPPORT SERVICES AGREEMENT
Fatca Support Services Agreement • January 31st, 2022 • Massmutual Select Funds

This amendment, dated October 16, 2021, is made to the FATCA Support Services Agreement, dated as of March 2, 2015, as it may be amended, supplemented, restated or otherwise modified from time to time, by and among each open-end management investment company or other fund identified on the signature page hereto (each, a “Fund”), and STATE STREET BANK AND TRUST COMPANY (“State Street”) (the “Agreement”). Capitalized terms not defined herein have the meanings ascribed to them in the Agreement.

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RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • January 31st, 2022 • Massmutual Select Funds

THIS FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (“Effective Date”), is made among MassMutual Select Funds and MML Series Investment Fund, on behalf of each of their series listed in Schedule A, severally and not jointly (each, an “Acquiring Fund”), and each trust identified on Schedule B, on behalf of itself and its respective series identified on Schedule B, severally and not jointly (each, an “Acquired Fund” and together with the Acquiring Funds, the “Funds”).

AMENDMENT TWO DATED JANUARY 1, 2022 TO INVESTMENT SUBADVISORY AGREEMENT for MassMutual Mid Cap Growth Fund
Investment Subadvisory Agreement • January 31st, 2022 • Massmutual Select Funds

WHEREAS, Massachusetts Mutual Life Insurance Company (“MassMutual”) and Frontier Capital Management Company, LLC (the “Subadviser”) entered into an Investment Subadvisory Agreement (the “Agreement”), effective as of June 1, 2012, as amended, relating to the MassMutual Select Mid Cap Growth Equity II Fund (now known as MassMutual Mid Cap Growth Fund) (the “Fund”); and

RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • January 31st, 2022 • Massmutual Select Funds • New York

THIS AGREEMENT, dated as of January 19, 2022, among the MassMutual Select Funds (the "Investing Company"), on behalf of each of its series listed on Schedule A, severally and not jointly (each, an "Acquiring Fund"), and the JP Morgan Trust I, JPMorgan Trust II, JPMorgan Trust IV, JPMorgan Fleming Mutual Fund Group, JPMorgan Mutual Fund Investment Trust and JPMorgan Undiscovered Managers Fund (each a "Trust" and collectively, the "Trusts"), on behalf of each series of the Trusts listed on Schedule A, severally and not jointly (each, an "Acquired Fund" and together with the Acquiring Funds, the "Funds").

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • January 31st, 2022 • Massmutual Select Funds

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MassMutual Select Funds, a Massachusetts business trust (the “Trust”), effective as of the 1st day of February, 2022.

RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • January 31st, 2022 • Massmutual Select Funds • Maryland

THIS AGREEMENT, dated as of January 19, 2022, between each Acquiring Fund, severally and not jointly, (each, an “Acquiring Fund”), and each Acquired Fund, severally and not jointly, (each, an “Acquired Fund” and together with the Acquiring Fund(s), the “Funds”), listed on Schedule A.

AMENDMENT FOUR DATED DECEMBER 1, 2021 TO SUB-ADMINISTRATIVE SERVICES AGREEMENT
Sub-Administrative Services Agreement • January 31st, 2022 • Massmutual Select Funds

WHEREAS, Massachusetts Mutual Life Insurance Company, a mutual life insurance company organized and existing under the laws of the Commonwealth of Massachusetts (“MassMutual”), and MML Investment Advisers, LLC, a Delaware limited liability company (“MML Advisers”), have entered into a Sub-Administrative Services Agreement dated as of April 1, 2014 (the “Agreement”).

AMENDMENT ONE DATED JANUARY 1, 2022 TO INVESTMENT SUBADVISORY AGREEMENT for MassMutual Mid Cap Growth Fund
Investment Subadvisory Agreement • January 31st, 2022 • Massmutual Select Funds

WHEREAS, MML Investment Advisers, LLC ("MML Advisers") and T. Rowe Price Associates, Inc. (the "Subadviser") entered into an Investment Subadvisory Agreement (the "Agreement"), effective as of February 1, 2017, relating to the MassMutual Select Mid Cap Growth Equity II Fund (now known as MassMutual Mid Cap Growth Fund) (the "Fund"); and

RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • January 31st, 2022 • Massmutual Select Funds • Texas

This RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT, dated as of January 19, 2022, is by and between (i) MassMutual Select Funds (the “Acquiring Investment Company”), a business trust organized under the laws of The Commonwealth of Massachusetts, on behalf of its separate series listed on Schedule A (each, an “Acquiring Fund”), severally and not jointly; and (ii) DFA Investment Dimensions Group Inc. (the “Acquired Investment Company”), a corporation organized under the laws of the State of Maryland, on behalf of its separate series listed on Schedule B (each, an “Acquired Fund”), severally and not jointly.

RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Fund of Funds Investment Agreement • January 31st, 2022 • Massmutual Select Funds • Pennsylvania

THIS AGREEMENT, dated as of January 19, 2022, among the Investing Funds, severally and not jointly (each, an “Investing Fund”), and the Vanguard Funds, severally and not jointly (each, a “Vanguard Fund” and together with the Investing Funds, the “Funds”), listed on Schedule A.

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