0001193125-07-052350 Sample Contracts

] Shares of Common Stock Issuable Upon Exercise of Rights to Subscribe for such Shares DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 12th, 2007 • Mexico Fund Inc • New York

Each of The Mexico Fund, Inc., a Maryland corporation (the “Fund”), and Impulsora del Fondo México, S.C., a Mexican sociedad comun (the “Investment Adviser”), hereby confirms the agreement with and appointment of UBS Securities LLC to act as dealer manager (the “Dealer Manager”) in connection with the issuance by the Fund to the holders of record (the “Record Date Stockholders”) at the close of business on the record date set forth in the Prospectus (as defined herein) (the “Record Date”) transferable rights entitling their holders to subscribe for up to [ ] shares (each a “Share” and, collectively, the “Shares”) of common stock, par value $1.00 per share (the “Common Shares”), of the Fund (the “Offer”). Pursuant to the terms of the Offer, the Fund is issuing each Record Date Stockholder one transferable right (each a “Right” and, collectively, the “Rights”) for each Common Share held by such Record Date Stockholder on the Record Date. Such Rights entitle their holders to acquire durin

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THE MEXICO FUND, INC. AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • March 12th, 2007 • Mexico Fund Inc • Maryland

AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT, dated as of the 7th day of March, 2007, between THE MEXICO FUND, INC. (hereinafter referred to as the “Fund”), and IMPULSORA DEL FONDO MEXICO, SC (hereinafter referred to as “Impulsora”).

FORM OF FIRST AMENDED AND RESTATED FOREIGN CUSTODY DELEGATION AGREEMENT between THE MEXICO FUND, INC. and IMPULSORA DEL FONDO MEXICO, SC
Delegation Agreement • March 12th, 2007 • Mexico Fund Inc

FIRST AMENDED AND RESTATED AGREEMENT, dated as of [ ], 2007 by and between IMPULSORA DEL FONDO MEXICO, SC, a civil society organized under the laws of the Republic of Mexico (the “Delegate”), and THE MEXICO FUND, INC., a corporation organized under the laws of the State of Maryland (the “Fund”).

SUBSCRIPTION AGENT AGREEMENT
Subscription Agent Agreement • March 12th, 2007 • Mexico Fund Inc • New York
March 12, 2007
Letter of Agreement • March 12th, 2007 • Mexico Fund Inc • New York

This Letter of Agreement, including the Appendix attached hereto (collectively, this “Agreement”), sets forth the terms and conditions of the engagement of Georgeson. (“Georgeson.”) by The Mexico Fund, Inc. (the “Company”) to act as Information Agent in connection with its Rights Offer (the “Offer”). The term of the Agreement shall be the term of the Offer, including any extensions thereof.

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