0001193125-21-259251 Sample Contracts

GREAT-WEST FUNDS, INC. SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 27th, 2021 • Great-West Funds Inc • Colorado

THIS SUB-ADVISORY AGREEMENT (this “Agreement”) is made as of the 9th day of July, 2021, among Great-West Funds, Inc, a Maryland corporation (“Great-West Funds”) on behalf of the Great-West Global Bond Fund (the “Fund”), Great-West Capital Management, LLC, a Colorado limited liability company (the “Adviser”), and BlueBay Asset Management LLP, a limited liability partnership organized under the laws of England and Wales (with registered number OC370085) (the “Sub-Adviser”).

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FIRST AMENDMENT TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 27th, 2021 • Great-West Funds Inc

This First Amendment (the “Amendment”), effective July 1, 2021, is entered into by and among Great-West Capital Management, LLC, a Colorado limited liability company (the “Adviser”), Lord, Abbett & Co. LLC, a Delaware limited liability company (the “Sub-Adviser”), and Great-West Funds, Inc., a Maryland corporation registered under the Investment Advisers Act of 1940, on behalf of the Great-West Small Cap Growth Fund (the “Fund”).

NINTH AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • August 27th, 2021 • Great-West Funds Inc

This Ninth Amendment (this “Amendment”), effective July 9, 2021, is made to the Expense Limitation Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).

THIRTEENTH AMENDMENT TO AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 27th, 2021 • Great-West Funds Inc

This Thirteenth Amendment (this “Amendment”), effective July 9, 2021, is made to the Amended and Restated Investment Advisory Agreement by and between Great-West Funds, Inc. (“Great-West Funds”) and Great-West Capital Management, LLC (the “Adviser”).

FIRST AMENDMENT TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 27th, 2021 • Great-West Funds Inc

This First Amendment (the “Amendment”), effective July 1, 2021, is entered into by and among Great-West Capital Management, LLC (the “Adviser), a Colorado limited liability company registered as an investment adviser under the Investment Advisers Act of 1940 (the “1940 Act”), Ariel Investments, LLC, an Illinois limited liability company registered as an investment adviser under the 1940 Act (the “Sub-Adviser”), and Great-West Funds, Inc., a Maryland corporation (the “Fund”), on behalf of the Great-West Ariel Mid Cap Value Fund of the Fund.

SECOND AMENDMENT TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 27th, 2021 • Great-West Funds Inc

This Second Amendment (the “Amendment”), effective July 1, 2021, is entered into by and among Great-West Capital Management, LLC, a Colorado limited liability company (the “Adviser”), Franklin Templeton Institutional, LLC, a Delaware limited liability company (the “Sub-Adviser”), and Great-West Funds, Inc., a Maryland corporation, on behalf of the series of Great-West Funds listed in Schedule A to the Sub-Advisory Agreement (the “Fund”).

FIFTH AMENDMENT TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • August 27th, 2021 • Great-West Funds Inc

This amendment to Sub-Advisory Agreement, effective June 28, 2021 (the “Amendment”), is entered into by and among Great-West Capital Management, LLC, a Colorado limited liability company and registered investment adviser under the Investment Advisers Act of 1940 (the “Adviser”), Goldman Sachs Asset Management, L.P., a limited partnership organized under the laws of Delaware and registered investment adviser under the Investment Advisers Act of 1940 (the “Sub-adviser”), and Great-West Funds, Inc., a Maryland corporation and registered investment company under the Investment Company Act of 1940 (the “Fund”).

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