0001104659-24-053018 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • April 26th, 2024 • Baillie Gifford Funds • Massachusetts

This Indemnification Agreement (the “Agreement”) is made as of the date set forth on the signature page by and between Baillie Gifford Funds, an unincorporated business trust organized under the laws of The Commonwealth of Massachusetts (the “Trust”) and the trustee of the Trust whose name is set forth on the signature page (the “Trustee”).

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Subscription for Shares of Beneficial Interest
Baillie Gifford Funds • April 26th, 2024

(If a non-U.S. SUBSCRIBER does not have a taxpayer identification number, the Trust may request alternative government-issued documentation certifying to the existence of the SUBSCRIBER’s business or enterprise.)

THE AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • April 26th, 2024 • Baillie Gifford Funds

AMENDMENT NO. 3 (this “Amendment”), dated as of April 16, 2024, to the Amended and Restated Credit Agreement, dated as of April 19, 2022, by and among each corporation and each trust listed on Schedule 1 thereto and The Bank of New York Mellon, as amended, supplemented or otherwise modified by Amendment No. 1, dated as of October 7, 2022, and Amendment No. 2, dated as of April 18, 2023 (as the same may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Each capitalized term not defined herein shall have the version I meaning ascribed to it in the Credit Agreement.

Re: Expense Limitation Agreement for Certain Series of Baillie Gifford Funds (the “Trust”)
Baillie Gifford Funds • April 26th, 2024

This letter is to inform you that the Manager has agreed to an expense limitation undertaking with respect to each Fund. This expense limitation undertaking is not intended to precipitate any alteration or reduction in the services provided by the Manager to each Fund.

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