0000775180-08-000074 Sample Contracts

FIRST AMENDMENT TO AMENDED AND RESTATED AGENCY AGREEMENT
Agency Agreement • December 9th, 2008 • Old Mutual Funds II

THIS FIRST AMENDMENT (“First Amendment”), made as of September 17, 2008 (the “Effective Date”), by and between OLD MUTUAL FUNDS I (“OMF I”), OLD MUTUAL FUNDS II (“OMF II”), OLD MUTUAL FUNDS III (“OMF III”), each a Delaware statutory trust (each a “Trust” and together, the “Trusts”) and DST SYSTEMS, INC., a corporation organized and existing under the laws of the State of Delaware (“DST”), to the Amended and Restated Agency Agreement made as of March 1, 2008, by and between the Trusts and DST (the “Agency Agreement”).

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OLD MUTUAL FUNDS II AMENDMENT TO AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 9th, 2008 • Old Mutual Funds II

THIS AMENDMENT dated December 9, 2008 to the Amended and Restated Expense Limitation Agreement dated December 21, 2006, as amended (the “Expense Limitation Agreement”), by and between Old Mutual Funds II (“OMF II”) and Old Mutual Capital, Inc., shall be as follows:

OLD MUTUAL FUNDS II AMENDMENT TO EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 9th, 2008 • Old Mutual Funds II

THIS AMENDMENT dated December 9, 2008 to the Expense Limitation Agreement dated January 23, 2008 and effective January 1, 2009 (the “Expense Limitation Agreement”), by and between Old Mutual Funds II (“OMF II”) and Old Mutual Capital, Inc., shall be as follows:

AMENDMENT TO AMENDED AND RESTATED EXTENDED EXPENSE LIMITATION AGREEMENT
Extended Expense Limitation Agreement • December 9th, 2008 • Old Mutual Funds II

THIS AMENDMENT dated December 9, 2008 to the Amended and Restated Extended Expense Limitation Agreement dated January 23, 2008 (the “Extended Expense Limitation Agreement”), by and between Old Mutual Funds II (“OMF II”) and Old Mutual Capital, Inc., shall be as follows:

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