0001683863-20-006871 Sample Contracts

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Voya PARTNERS INC • April 29th, 2020
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Transfer Agency Services Agreement • April 29th, 2020 • Voya PARTNERS INC
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Voya PARTNERS INC • April 29th, 2020
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Transfer Agency Services Agreement • April 29th, 2020 • Voya PARTNERS INC
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Sub-Advisory Agreement • April 29th, 2020 • Voya PARTNERS INC • Maryland
Transfer Agency Services Agreement
Transfer Agency Services Agreement • April 29th, 2020 • Voya PARTNERS INC

This Amendment To Transfer Agency Services Agreement ("Amendment"), dated as of May 1, 2019 ("Effective Date"), is being entered into by and between BNY Mellon Investment Servicing (US) Inc. ("BNYM") and each of the investment companies listed on the signature page to this Amendment (individually, "Investment Company"; collectively, "Investment Companies"), on its own behalf and to the extent the Investment Company has portfolios listed on Exhibit A hereto (individually, "Portfolio"; collectively, "Portfolios"), on behalf of each such Portfolio.

May 1, 2020 Mr. Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:
Voya PARTNERS INC • April 29th, 2020

Pursuant to the Investment Management Agreement, dated May 1, 2017, between Voya Partners, Inc. ("VPI") and Voya Investments, LLC (the "Agreement"), we hereby notify you of our intention to retain you as Manager to render investment advisory services to Voya Index Solution 2065 Portfolio and Voya Solution 2065 Portfolio (together, the "Portfolios"), each a newly established series of VPI, effective on May 1, 2020, upon all of the terms and conditions set forth in the Agreement.

Contract
Voya PARTNERS INC • April 29th, 2020
May 1, 2020 Christopher Kurtz Vice President Voya Investment Management Co. LLC One Orange Way, C1-N Windsor, CT 06095 Dear Mr. Kurtz:
Voya PARTNERS INC • April 29th, 2020

Pursuant to the Sub-Advisory Agreement, effective as of May 1, 2017 (the "Agreement"), between Voya Investment Management Co. LLC (the "Sub-Adviser") and Voya Investments, LLC, we hereby notify you of our intention to retain you as Sub-Adviser to render investment advisory services to Voya Index Solution 2065 Portfolio and Voya Solution 2065 Portfolio (together, the "Portfolios"), a newly established series of Voya Partners, Inc., effective on May 1, 2020, upon all of the terms and conditions set forth in the Agreement.

May 1, 2020 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:
Letter Agreement • April 29th, 2020 • Voya PARTNERS INC

By execution of this letter agreement (the "Agreement"), dated May 1, 2020, intending to be legally bound hereby, Voya Investments, LLC ("VIL"), the investment manager to

Contract
Letter Agreement • April 29th, 2020 • Voya PARTNERS INC
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Voya PARTNERS INC • April 29th, 2020
Contract
Voya PARTNERS INC • April 29th, 2020
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Voya PARTNERS INC • April 29th, 2020
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Distribution Agreement • April 29th, 2020 • Voya PARTNERS INC
January 1, 2020 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258-2034
Voya PARTNERS INC • April 29th, 2020

By execution of this letter agreement, Voya Investments, LLC ("VIL"), the investment manager to VY® Invesco Comstock Portfolio (the "Portfolio"), agrees that, from January 1, 2020 through May 1, 2021, VIL shall waive all or a portion of its management fee and/or reimburse expenses to limit ordinary operating expenses, excluding interest, taxes, other investment-related costs, leverage expenses, extraordinary expenses such as litigation, other expenses not incurred in the ordinary course of the Portfolio's business, and expenses of any counsel or other persons or services retained by the Portfolio's directors who are not "interested persons," as that term is defined in the 1940 Act, in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratios of the Portfolio shall be as follows:

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