0000740123-24-000014 Sample Contracts

SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • May 28th, 2024 • Dreyfus Tax Exempt Cash Management Funds

Each investment company identified on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Fund"), desires to employ the capital of the series named on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Series")*, by investing and reinvesting the same in investments of the type and in accordance with the limitations specified in the relevant Series' Prospectus and Statement of Additional Information as from time to time in effect, copies of which have been or will be submitted to you, and in such manner and to such extent as from time to time may be approved by the Fund's Board. The Fund employs BNY Mellon Investment Adviser, Inc. (the "Manager") to act as the Series' investment manager pursuant to a written agreement (the "Management Agreement"), a copy of which has been furnished to you. The Manager is authorized to and desires to retain you to act as the Series' sub-investment adviser with respect to that portion of the Series' a

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MANAGEMENT AGREEMENT DREYFUS TAX EXEMPT CASH MANAGEMENT FUNDS 240 Greenwich Street New York, New York 10286
Management Agreement • May 28th, 2024 • Dreyfus Tax Exempt Cash Management Funds

The above-named investment company (the "Fund") consisting of the series named on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Series"), herewith confirms its agreement with you as follows:

BNY MELLON INVESTMENT ADVISER, INC. 240 Greenwich Street New York, New York 10286
Expense Limitation Agreement • May 28th, 2024 • Dreyfus Tax Exempt Cash Management Funds

This Agreement may only be amended by agreement of the Trust, on behalf of the Fund, upon the approval of the Board of Trustees of the Trust and BNYM Investment Adviser, to increase the net amounts shown and may only be terminated prior to May 31, 2025, in the event of termination of the Management Agreement between BNYM Investment Adviser and the Trust with respect to the Fund.

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