AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT for MassMutual Premier Disciplined Growth FundInvestment Management Agreement • December 30th, 2011 • Massmutual Premier Funds • Massachusetts
This Amended and Restated INVESTMENT MANAGEMENT AGREEMENT (the “Management Agreement”), dated as of November 21, 2011, is between Massachusetts Mutual Life Insurance Company, a mutual life insurance company organized under the laws of the Commonwealth of Massachusetts (the “Manager”), and MassMutual Premier Funds, a Massachusetts business trust (the “Trust”), on behalf of its series MassMutual Premier Disciplined Growth Fund (the “Fund”).
INVESTMENT SUBADVISORY AGREEMENT for MassMutual Barings Dynamic Allocation FundInvestment Subadvisory Agreement • December 30th, 2011 • Massmutual Premier Funds • Massachusetts
This Investment Subadvisory Agreement (this “Subadvisory Agreement”), is by and between Baring International Investment Limited (the “Subadviser”) and Massachusetts Mutual Life Insurance Company, a mutual life insurance company organized under the laws of the Commonwealth of Massachusetts (“MassMutual”), for the MassMutual Barings Dynamic Allocation Fund (the “Fund”), a series of MassMutual Premier Funds (the “Trust”), a Massachusetts business trust which is an open-end management investment company registered as such with the Securities and Exchange Commission (the “Commission”) pursuant to the Investment Company Act of 1940, as amended (the “Act”), effective as of the 14th day of November, 2011.
Appendix AMassmutual Premier Funds • December 30th, 2011
As of December 7, 2011, this Appendix A forms a part of the Amended, Restated and Consolidated Custodian Agreement dated as of January 1, 2008, as amended (the “Consolidated Agreement”) between State Street Bank and Trust Company and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of December 7, 2011, this Appendix A supersedes any previous versions of said Appendix.
RUSSELL EXCHANGE TRADED FUNDS TRUST ACQUIRING FUND AGREEMENTAcquiring Fund Agreement • December 30th, 2011 • Massmutual Premier Funds
This Acquiring Fund Agreement (the “Agreement”) is made as of the date set forth below between the Russell Exchange Traded Funds Trust (the “Trust”) and MassMutual Premier Funds on behalf of its MassMutual Barings Dynamic Allocation Fund series (the “Acquiring Fund”).
INVESTMENT SUB-SUBADVISORY AGREEMENT for MassMutual Barings Dynamic Allocation FundSub-Subadvisory Agreement • December 30th, 2011 • Massmutual Premier Funds • Massachusetts
This Investment Sub-Subadvisory Agreement (this “Sub-Subadvisory Agreement”), is by and between Baring International Investment Limited (“BIIL”) and Baring Asset Management LLC (“BAM LLC”), for the MassMutual Barings Dynamic Allocation Fund (the “Fund”), a series of MassMutual Premier Funds (the “Trust”), a Massachusetts business trust which is an open-end management investment company registered as such with the Securities and Exchange Commission (the “Commission”) pursuant to the Investment Company Act of 1940, as amended (the “Act”), effective as of the 14th day of November, 2011.
SIDE LETTERMassmutual Premier Funds • December 30th, 2011
Massachusetts Mutual Life Insurance Company (“MassMutual”) and Baring International Investment Limited (“Subadviser”) have entered into a Subadvisory Agreement dated as of November 14, 2011 (the “Agreement”). In the Agreement, MassMutual has retained the Subadviser to manage the assets of the MassMutual Barings Dynamic Allocation Fund (“Fund”). In connection with the performance by the parties of their respective obligations under the Agreement, the parties wish to set out certain operating protocols and understandings. Capitalized terms not defined herein shall have the meanings given to those terms in the Agreement.
Form of EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • December 30th, 2011 • Massmutual Premier Funds
This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between Massachusetts Mutual Life Insurance Company, a Massachusetts life insurance company (the “Manager”), and MassMutual Premier Funds, a Massachusetts business trust (the “Trust”), effective as of the [ ] day of [ ], 2012.
AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF MASSMUTUAL PREMIER FUNDSAgreement • December 30th, 2011 • Massmutual Premier Funds • Massachusetts
THIS AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made in Springfield, Massachusetts this 21st day of November, 2011 by the Trustees hereunder and the holders of shares of beneficial interest issued and to be issued hereunder as hereinafter provided, amends and restates the Agreement and Declaration of Trust made in Boston, Massachusetts the 1st day of August, 1994, as amended.
