0001144204-13-011717 Sample Contracts

AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • February 28th, 2013 • Mainstay Funds

THIS AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT, dated February 28, 2012, between The MainStay Funds, MainStay Funds Trust, Eclipse Funds, and Eclipse Funds Inc. (each a “Company” and collectively, the “Companies”), on behalf of each series of the Companies (each a “Fund” and collectively, “Funds”), and New York Life Investment Management LLC (the “Adviser”)(“Agreement”).

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THE MAINSTAY FUNDS SUBADVISORY AGREEMENT
Subadvisory Agreement • February 28th, 2013 • Mainstay Funds • New York

This Subadvisory Agreement, made as of the 15th day of December, 2011 (the “Agreement”), between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and Markston International LLC, a New York limited liability corporation (the “Subadviser”).

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