0001193125-16-783706 Sample Contracts

FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 2nd, 2016 • Massmutual Premier Funds

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MassMutual Premier Funds, a Massachusetts business trust (the “Trust”), effective as of the [ ] day of , 2017.

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AMENDMENT TWO
Fund Servicing Agreement • December 2nd, 2016 • Massmutual Premier Funds

WHEREAS, MML Investment Advisers, LLC, a Delaware limited liability company, located at 100 Bright Meadow Boulevard, Enfield Connecticut, 06082 (the “Company”), and Massachusetts Mutual Life Insurance Company, a Massachusetts life insurance company located at 1295 State Street, Springfield, Massachusetts, 01111 (the “Recordkeeper”), have entered into a Fund Servicing Agreement dated as of April 1, 2014 (the “Agreement”), in respect of each investment company (each, a “Trust”) registered under the Investment Company Act of 1940, as amended, and each series thereof (or class of shares of a series thereof) listed in Schedule A thereto, as updated from time to time by Company (the “Funds”).

AMENDMENT THREE DATED JUNE 1, 2016 TO THE AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT for MassMutual Premier Diversified Bond Fund
Investment Management Agreement • December 2nd, 2016 • Massmutual Premier Funds

WHEREAS, Massachusetts Mutual Life Insurance Company (“MassMutual”) and MassMutual Premier Funds (the “Trust”) entered into an Amended and Restated Investment Management Agreement (the “Agreement”), effective as of November 21, 2011 with respect to the MassMutual Premier Diversified Bond Fund (the “Fund”); and

AMENDMENT TWO DATED OCTOBER 3, 2016 TO SUB-ADMINISTRATIVE SERVICES AGREEMENT
Sub-Administrative Services Agreement • December 2nd, 2016 • Massmutual Premier Funds

WHEREAS, Massachusetts Mutual Life Insurance Company, a mutual life insurance company organized and existing under the laws of the Commonwealth of Massachusetts (“MassMutual”), and MML Investment Advisers, LLC, a Delaware limited liability company (“MML Advisers”), have entered into a Sub-Administrative Services Agreement dated as of April 1, 2014 (the “Agreement”).

Appendix A
Massmutual Premier Funds • December 2nd, 2016

As of September 8, 2016, 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 September 8, 2016, this Appendix A supersedes any previous versions of said Appendix.

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