0000898745-15-000800 Sample Contracts

PRINCIPAL FUNDS, INC. CONTRACTUAL FEE WAIVER AGREEMENT
Contractual Fee Waiver Agreement • December 21st, 2015 • Principal Funds Inc

AGREEMENT made this 1st day of November, 2015 by and between Principal Funds, Inc. (the “Fund”) and Principal Management Corporation (the “Advisor”) (together, the “Parties”).

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PRINCIPAL FUNDS, INC. AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • December 21st, 2015 • Principal Funds Inc

AGREEMENT to be effective September 30, 2015, by and between PRINCIPAL FUNDS, INC., a Maryland corporation (hereinafter called the “Fund”), on behalf of each series identified on Schedule 1 attached hereto, as may be amended from time to time (each, a “Series”), and PRINCIPAL MANAGEMENT CORPORATION, an Iowa corporation (hereinafter called the “Manager”).

SUB-ADVISORY AGREEMENT AMENDMENT BROOKFIELD INVESTMENT MANAGEMENT INC
Principal Funds Inc • December 21st, 2015

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and BROOKFIELD INVESTMENT MANAGEMENT INC (the "Sub-Adviser"), executed as of February 3, 2012 (the "Sub-Advisory Agreement") with respect to Diversified Real Asset Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT BLACKROCK FINANCIAL MANAGEMENT, INC
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Amended and Restated Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and BLACKROCK FINANCIAL MANAGEMENT, INC (the "Sub-Adviser"), executed as of January 1, 2010 (the "Sub-Advisory Agreement") with respect to Diversified Real Asset Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT YORK REGISTERED HOLDINGS, L.P.
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and YORK REGISTERED HOLDINGS, L.P. (the "Sub-Adviser"), executed as of July 23, 2013, (t he "Sub-Advisory Agreement") with respect to Global Multi-Strategy Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT GRAHAM CAPITAL MANAGEMENT, L.P.
Principal Funds Inc • December 21st, 2015

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and GRAHAM CAPITAL MANAGEMENT, L.P. (the "Sub-Adviser"), executed as of April, 7 2014 (the "Sub-Advisory Agreement") with respect to Global Multi-Strategy Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT AQR CAPITAL MANAGEMENT, LLC
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager"), AQR CAPITAL MANAGEMENT, LLC and CNH PARTNERS, LLC (AQR CAPITAL MANAGEMENT, LLC and CNH PARTNERS, LLC, together referred to herein as the "Sub-Advisor"), executed as of October 24, 2011 (the "Sub-Advisory Agreement") with respect to Global Multi-Strategy Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT PRINCIPAL REAL ESTATE INVESTORS, LLC
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and PRINCIPAL REAL ESTATE INVESTORS, LLC (the "Sub-Adviser"), executed as of December 31, 2014 (the "Sub-Advisory Agreement") with respect to Diversified Real Asset Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT MACQUARIE CAPITAL INVESTMENT MANAGEMENT, LLC
Principal Funds Inc • December 21st, 2015

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and MACQUARIE CAPITAL INVESTMENT MANAGEMENT, LLC (the "Sub-Adviser"), executed as of March 27, 2015 (the "Sub-Advisory Agreement") with respect to Diversified Real Asset Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT WELLINGTON MANAGEMENT COMPANY LLP
Principal Funds Inc • December 21st, 2015

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and WELLINGTON MANAGEMENT COMPANY LLP (the "Sub-Advisor"), executed as of October, 24, 2011 (the "Agreement") with respect to Global Multi-Strategy Fund (the "Fund"), is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT CREDIT SUISSE ASSET MANAGEMENT, LLC
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and CREDIT SUISSE ASSET MANAGEMENT, LLC (the "Sub-Adviser"), executed as of March 16, 2010 (the "Sub-Advisory Agreement") with respect to Diversified Real Asset Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT FINISTERRE CAPITAL, LLP
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and FINISTERRE CAPITAL, LLP (the "Sub-Adviser"), executed as of May, 6 2013 (the "Sub-Advisory Agreement") with respect to Global Multi-Strategy Fund, is effective as of July 1, 2015.

SUB-ADVISORY AGREEMENT AMENDMENT
Sub-Advisory Agreement • December 21st, 2015 • Principal Funds Inc

This AMENDMENT to the Sub-Advisory Agreement between Principal Management Corporation (the "Manager") and LOOMIS, SAYLES & COMPANY, L.P. (the "Sub-Adviser"), executed as of October, 24, 2011 (the "Sub-Advisory Agreement") with respect to Global Multi-Strategy Fund, is effective as of July 1' 2015.

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