Morgan Stanley Dean Witter Institutional Fund Inc Sample Contracts

WITNESSTETH:
Sub-Advisory Agreement • April 28th, 2006 • Morgan Stanley Institutional Fund Inc • New York
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Exhibit 99.3 TRANSFER AGENCY AGREEMENT MORGAN STANLEY INSTITUTIONAL FUND, INC.
Transfer Agency Agreement • February 11th, 2005 • Morgan Stanley Institutional Fund Inc • New York
RECITALS
Investment Advisory Agreement • August 28th, 2009 • Morgan Stanley Institutional Fund Inc • New York
MORGAN STANLEY INSTITUTIONAL FUND, INC. FORM OF SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT U.S. EQUITY PLUS PORTFOLIO SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT (the "Agreement") dated as of October 1, 1988 between Morgan Stanley Institutional Fund,...
Investment Advisory Agreement • May 7th, 1997 • Morgan Stanley Institutional Fund Inc

SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT (the "Agreement") dated as of October 1, 1988 between Morgan Stanley Institutional Fund, Inc. (the "Fund") and Morgan Stanley Asset Management Inc. (the "Adviser").

ARTICLE I
Sub-Advisory Agreement • April 30th, 2004 • Morgan Stanley Institutional Fund Inc • New York
AMENDMENT DATED APRIL 25, 2006 TO "MUTUAL FUND CUSTODY AGREEMENT" BY AND BETWEEN MORGAN STANLEY INSTITUTIONAL FUND, INC. AND JPMORGAN CHASE BANK (FORMERLY, UNITED STATES TRUST COMPANY OF NEW YORK) DATED MARCH 10, 1994 Pursuant to Paragraph 28...
Mutual Fund Custody Agreement • May 3rd, 2006 • Morgan Stanley Institutional Fund Inc

Pursuant to Paragraph 28 ("Amendments") of the above-referenced Agreement, Annex 1 is hereby amended and restated as follows to reflect all current portfolios of Morgan Stanley Institutional Fund, Inc. subject to the above-referenced Agreement:

CUSTODIAN CONTRACT
Custodian Contract • October 4th, 2018 • Morgan Stanley Institutional Fund Inc • New York

This Contract dated as of March 7, 2008, between each fund or series of a fund listed on Appendix A, severally and not jointly, which evidences its agreement to be bound hereby by executing a copy of this Contract (each such Fund is individually hereinafter referred to as the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company, having its principal place of business at One Lincoln Street, Boston, Massachusetts, 02111 (hereinafter called the “Custodian”), to be effective as of the dates on Appendix A,

AMENDED AND RESTATED SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • July 13th, 2022 • Morgan Stanley Institutional Fund Inc • New York

AGREEMENT made as of the 30th day of May, 2013, by and between MORGAN STANLEY INVESTMENT MANAGEMENT INC., a Delaware corporation (hereinafter referred to as the “Investment Adviser”), and MORGAN STANLEY INVESTMENT MANAGEMENT LIMITED, a company incorporated under the laws of England (hereinafter referred to as the “Local Manager”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • July 13th, 2022 • Morgan Stanley Institutional Fund Inc • New York

THIS AGREEMENT, made as of the 1st day of April 2013, and to have an effective date on or about July 1, 2013, (the “Effective Date”), is by and between each of the entities individually and not jointly, as listed on Schedule A, having their principal office and place of business at 522 Fifth Avenue, New York, New York 10036 (collectively, the “Funds” and individually, the “Fund”) and BOSTON FINANCIAL DATA SERVICES, INC., a Massachusetts corporation having its principal office and place of business at 2000 Crown Colony Drive, Quincy, Massachusetts 02169-0953 (the “Transfer Agent”).

CUSTODIAN CONTRACT
Custodian Contract • July 13th, 2022 • Morgan Stanley Institutional Fund Inc • New York

This Contract dated as of March 7, 2008, between each fund or series of a fund listed on Appendix A, severally and not jointly, which evidences its agreement to be bound hereby by executing a copy of this Contract (each such Fund is individually hereinafter referred to as the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company, having its principal place of business at One Lincoln Street, Boston, Massachusetts, 02111 (hereinafter called the “Custodian”), to be effective as of the dates on Appendix A,

RECITALS
Investment Advisory Agreement • February 11th, 2005 • Morgan Stanley Institutional Fund Inc • New York
TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • December 13th, 2016 • Morgan Stanley Institutional Fund Inc • New York

THIS AGREEMENT, made as of the 1st day of April 2013, and to have an effective date on or about July 1, 2013, (the “Effective Date”), is by and between each of the entities individually and not jointly, as listed on Schedule A, having their principal office and place of business at 522 Fifth Avenue, New York, New York 10036 (collectively, the “Funds” and individually, the “Fund”) and BOSTON FINANCIAL DATA SERVICES, INC., a Massachusetts corporation having its principal office and place of business at 2000 Crown Colony Drive, Quincy, Massachusetts 02169-0953 (the “Transfer Agent”).

AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 13th, 2022 • Morgan Stanley Institutional Fund Inc • New York

WHEREAS, the Fund entered into an Investment Advisory Agreement to provide investment advisory services with the Adviser, effective as of May 1, 1997, as amended (the “Current Investment Advisory Agreement”); and

AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 29th, 2024 • Morgan Stanley Institutional Fund Inc • New York

WHEREAS, the Fund entered into an Investment Advisory Agreement to provide investment advisory services with the Adviser, effective as of May 1, 1997, as amended (the “Current Investment Advisory Agreement”); and

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • March 15th, 2013 • Morgan Stanley Institutional Fund Inc • New York

This AGREEMENT made as of June 9, 2008, by and between MORGAN STANLEY INSTITUTIONAL FUND INC. (the “Fund”), on behalf of each of its investment portfolios set forth on Schedule A attached hereto, which may be amended from time to time (each, a “Portfolio” and collectively, the “Portfolios”), and MORGAN STANLEY SERVICES COMPANY INC. (“MSSCI”).

AMENDED AND RESTATED SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • December 13th, 2016 • Morgan Stanley Institutional Fund Inc • New York

AGREEMENT made as of the 30th day of June, 2009, by and between MORGAN STANLEY INVESTMENT MANAGEMENT INC., a Delaware corporation (hereinafter referred to as “MSIM”), and MORGAN STANLEY INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of Singapore (hereinafter referred to the “Local Manager”).

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DISTRIBUTION AGREEMENT
Distribution Agreement • April 29th, 2005 • Morgan Stanley Institutional Fund Inc • New York
GLOBAL CUSTODY AGREEMENT BETWEEN EACH OF THE FUNDS LISTED ON ATTACHMENT A AND JPMORGAN CHASE BANK, N.A.
Global Custody Agreement • May 29th, 2007 • Morgan Stanley Institutional Fund Inc • New York

This Agreement, dated April 12, 2007, is between JPMORGAN CHASE BANK, N.A. (“Bank”) with a place of business at 3 Chase Metrotech Center, Brooklyn, New York, 11245; and each Fund listed on Attachment A (each, a “Customer”) with a place of business at 1221 Avenue of the Americas, New York, New York 10020.

MORGAN STANLEY INSTITUTIONAL FUND, INC. FORM OF SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT ASIAN REAL ESTATE PORTFOLIO EUROPEAN REAL ESTATE PORTFOLIO SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT (the "Agreement") dated as of October 1, 1988 between...
Supplement to Investment Advisory Agreement • June 23rd, 1997 • Morgan Stanley Institutional Fund Inc

SUPPLEMENT TO INVESTMENT ADVISORY AGREEMENT (the "Agreement") dated as of October 1, 1988 between Morgan Stanley Institutional Fund, Inc. (the "Fund") and Morgan Stanley Asset Management Inc. (the "Adviser").

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 15th, 2007 • Morgan Stanley Institutional Fund Inc • New York

AMENDED AND RESTATED AGREEMENT made as of the 25th day of April, 2006, by and between MORGAN STANLEY INVESTMENT MANAGEMENT INC., a Delaware corporation (hereinafter referred to as “MSIM”), and MORGAN STANLEY INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of Singapore (hereinafter referred to the “Local Manager”).

TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • June 3rd, 2008 • Morgan Stanley Institutional Fund Inc • New York

THIS AGREEMENT made as of , , by and between MORGAN STANLEY INSTITUTIONAL FUND INC. (the “Fund”), on behalf of each of its investment portfolios set forth on Schedule A attached hereto, which may be amended from time to time (each, a “Portfolio” and collectively, the “Portfolios”), and MORGAN STANLEY SERVICES COMPANY INC. (“MSSCI”).

AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 27th, 2024 • Morgan Stanley Institutional Fund Inc • New York

WHEREAS, the Fund entered into an Investment Advisory Agreement to provide investment advisory services with the Adviser, effective as of May 1, 1997, as amended (the “Current Investment Advisory Agreement”); and

AMENDED AND RESTATED SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • April 28th, 2023 • Morgan Stanley Institutional Fund Inc • New York

AGREEMENT made as of the 30th day of June, 2009, by and between MORGAN STANLEY INVESTMENT MANAGEMENT INC., a Delaware corporation (hereinafter referred to as “MSIM”), and MORGAN STANLEY INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of Singapore (hereinafter referred to the “Local Manager”).

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • November 30th, 2012 • Morgan Stanley Institutional Fund Inc • New York

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of June 28, 2012, by and between MORGAN STANLEY INSTITUTIONAL FUND, INC. (the “Company”), a Maryland corporation, on behalf of the INTERNATIONAL EQUITY PORTFOLIO (“Acquiring Fund”), and MORGAN STANLEY INTERNATIONAL VALUE EQUITY FUND, a Massachusetts business trust (“Acquired Fund”).

WITNESSETH:
Sub-Advisory Agreement • April 28th, 2006 • Morgan Stanley Institutional Fund Inc • New York
AGREEMENT AND PLAN OF REORGANIZATION
Reorganization Agreement • November 30th, 2012 • Morgan Stanley Institutional Fund Inc • New York

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of June 28, 2012, by and between MORGAN STANLEY INSTITUTIONAL FUND, INC. (the “Company”), a Maryland corporation, on behalf of the ACTIVE INTERNATIONAL ALLOCATION PORTFOLIO (“Acquiring Fund”), and MORGAN STANLEY INTERNATIONAL FUND, a Massachusetts business trust (“Acquired Fund”).

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