FORM OF EXPENSE LIMITATION AGREEMENT – AB PERFORMANCE FEE SERIES – INTERNATIONAL STRATEGIC CORE PORTFOLIOExpense Limitation Agreement • March 9th, 2017 • Ab Cap Fund, Inc. • New York
ADVISORY FEE WAIVER AGREEMENT ALLIANCEBERNSTEIN L.P. New York, New York 10105Advisory Fee Waiver Agreement • March 9th, 2017 • Ab Cap Fund, Inc.
NOVATION AND AMENDMENT AGREEMENTCustodian Agreement • March 9th, 2017 • Ab Cap Fund, Inc.
Reference is hereby made to a Custodian Agreement dated as of September 14, 2009 (the "Custodian Agreement") by and between the funds party thereto (each, the "Fund" and collectively, the "Funds") and Brown Brothers Harriman &Co. ("BBH") as amended from time to time.
AMENDMENT TO DISTRIBUTION SERVICES AGREEMENTDistribution Services Agreement • March 9th, 2017 • Ab Cap Fund, Inc.
AMENDMENT made as of _______, 2017, to the Distribution Services Agreement (the "Agreement") made as of July 22, 1992, as amended April 30, 1993, July 19, 1996, March 1, 2005, June 14, 2006, August 4, 2011, December 8, 2011, December 15, 2011, August 9, 2013, March 1, 2014, October 22, 2014, December 3, 2014, December 18, 2014, March 4, 2015, April 15, 2015, July 29, 2015, September 9, 2015 and December 3, 2015 between AB CAP FUND, INC. (formerly AllianceBernstein Cap Fund, Inc. and Alliance Quasar Fund, Inc.), a Maryland corporation (the "Fund"), and ALLIANCEBERNSTEIN INVESTMENTS, INC. (formerly AllianceBernstein Investment Research and Management, Inc. and Alliance Fund Distributors, Inc.), a Delaware corporation (the "Underwriter"). Capitalized terms not defined herein have the meaning set forth in the Agreement.
