0001193125-11-189412 Sample Contracts

Contract
Custody Agreement • July 15th, 2011 • AQR Funds • New York

CUSTODY AGREEMENT (this “Agreement”) dated as of July 11, 2011, between AQR FUNDS, a Delaware statutory trust organized and existing under the laws of the state of Delaware having its principal office and place of business at Two Greenwich Plaza, 3rd Floor, Greenwich, CT 06830, on behalf of itself and on behalf of its AQR Multi-Strategy Alterative Fund (“Customer”), and JPMORGAN CHASE BANK, N. A., a national banking association (“Custodian”).

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INVESTMENT SUB-ADVISORY AGREEMENT AQR FUNDS
Investment Sub-Advisory Agreement • July 15th, 2011 • AQR Funds • Delaware

AGREEMENT, dated and effective as of May 18, 2011, by and among AQR Funds (“Trust”), a Delaware statutory trust, AQR Capital Management, LLC (“Adviser”), a Delaware limited liability company, and CNH Partners, LLC, a Delaware limited liability company (“Sub-Adviser”).

Amendment No. 4 to Transfer Agency and Service Agreement
Agency and Service Agreement • July 15th, 2011 • AQR Funds

This Amendment No. 4, dated as of May 18, 2011, to the Transfer Agency and Service Agreement (this “Amendment”), by and between AQR Funds, a Delaware statutory trust established under the laws of the State of Delaware (the “Trust”), and ALPS Fund Services, Inc. a Colorado corporation, having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (the “Transfer Agent”).

Amendment No. 4 to Distribution Agreement
Distribution Agreement • July 15th, 2011 • AQR Funds

This Amendment No. 4, dated as of May 18, 2011, to the Distribution Agreement (this “Amendment”), by and between AQR Funds, a Delaware statutory trust established under the laws of the State of Delaware (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation, having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203 (the “Distributor”).

AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • July 15th, 2011 • AQR Funds

This amendment (the “Amendment”) to the Investment Management Agreement is made as of the 18th day of May, 2011 by and between AQR Funds, on behalf of each Fund listed on Exhibit A, and AQR Capital Management, LLC.

Amendment No. 4 to Transfer Agency Interactive Client Services Agreement
Agency Interactive Client Services Agreement • July 15th, 2011 • AQR Funds

This Amendment No. 4, dated as of May 18, 2011, to the Transfer Agency Interactive Client Services Agreement (this “Amendment”), by and between AQR Funds, a Delaware statutory trust established under the laws of the State of Delaware (the “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

AMENDED AND RESTATED FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT
Fee Waiver and Expense Reimbursement Agreement • July 15th, 2011 • AQR Funds • Delaware

WHEREAS, the parties hereto entered into a Fee Waiver and Expense Reimbursement Agreement dated as of December 10, 2008, as amended (the “Agreement”) in order to reduce the investment advisory fees charged to the Funds described in the Advisory Agreement, waive other fees it is entitled to receive from the Funds and/or reimburse certain operating expenses for the Funds to keep net expenses at specified levels as set forth in Appendix A;

AMENDMENT TWO TO ADMINISTRATION AGREEMENT
Administration Agreement • July 15th, 2011 • AQR Funds

This Amendment, dated May 18, 2011, amends the Administration Agreement (“Agreement”) dated September 9, 2010 between J.P. Morgan Investor Services Co. (“J.P. Morgan”) and the AQR Funds, a Delaware statutory trust, on behalf of each series listed on Schedule 1 of the Agreement and each Cayman Islands entity listed on Schedule 1 of the Agreement. Unless otherwise defined herein, capitalized terms shall have the meaning ascribed to such terms in the Agreement.

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