0001193125-13-187666 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT between INDEPENDENCE CAPITAL MANAGEMENT, INC. and MASSACHUSETTS FINANCIAL SERVICES COMPANY, commonly known as MFS INVESTMENT MANAGEMENT
Investment Sub-Advisory Agreement • April 30th, 2013 • Penn Series Funds Inc • Maryland

INVESTMENT SUB-ADVISORY AGREEMENT, made as of May 1, 2013 by and between INDEPENDENCE CAPITAL MANAGEMENT, INC. (the “Adviser”), a corporation organized and existing under the laws of the Commonwealth of Pennsylvania, and MASSACHUSETTS FINANCIAL SERVICES COMPANY, commonly known as MFS INVESTMENT MANAGEMENT (the “Sub-Adviser”), a corporation organized and existing under the laws of the State of Delaware.

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AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • April 30th, 2013 • Penn Series Funds Inc

Amendment dated as of September 5, 2012 to the Amended and Restated Investment Sub-Advisory Agreement dated as of August 1, 2004 between Independence Capital Management, Inc. (the “Adviser”) and T. Rowe Price Associates, Inc. (the “Sub-Adviser”) with respect to the Flexibly Managed Fund, High Yield Bond Fund and Large Growth Stock Fund (formerly known as the Growth Equity Fund) (each, a “Fund” and, together, the “Funds”), each a portfolio of the Penn Series Funds, Inc.

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