0000930413-16-007700 Sample Contracts

AMENDMENT TO THE RETIREMENT SERVICE AGREEMENT
The Retirement Service Agreement • July 28th, 2016 • Tiaa-Cref Funds

AMENDMENT, dated August 1, 2016, to the Retirement Service Agreement, dated February 1, 2006 (the “Agreement”), as amended, by and between TIAA-CREF Funds (the “Trust”) and Teachers Advisors, Inc. (“Advisors”).

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AMENDMENT TO THE INVESTMENT MANAGEMENT AGREEMENT FOR THE TIAA-CREF SMALL/MID- CAP Equity Fund TIAA-CREF INTERNATIONAL BOND Fund
Investment Management Agreement • July 28th, 2016 • Tiaa-Cref Funds

AMENDMENT, dated August 1, 2016, to the Amended and Restated Investment Management Agreement (the “Agreement”), as amended, by and between TIAA-CREF Funds (the “Trust”) and Teachers Advisors, Inc. (“Advisors”).

AMENDMENT TO THE
Distribution Agreement • July 28th, 2016 • Tiaa-Cref Funds

This is an amendment, dated as of May 1, 2016, to the Distribution Agreement for TIAA-CREF Funds (“Agreement”), dated the 1st day of June, 1999, as amended from time to time, between TIAA-CREF Funds (the “Trust”), a Delaware statutory trust, and Teachers Personal Investors Services, Inc. (the “Distributor”), a Delaware corporation.

INITIAL INVESTMENT AGREEMENT
Initial Investment Agreement • July 28th, 2016 • Tiaa-Cref Funds • New York

INITIAL INVESTMENT AGREEMENT (the “Agreement”) made as of August 1, 2016, by and between Teachers Insurance and Annuity Association of America (“TIAA”), a corporation existing under the laws of the State of New York, and TIAA-CREF Funds (the “Funds”), a Delaware statutory trust.

AMENDED AND RESTATED EXPENSE REIMBURSEMENT AGREEMENT FOR THE TIAA-CREF FUNDS
Expense Reimbursement Agreement • July 28th, 2016 • Tiaa-Cref Funds • New York

This Agreement is entered into effective as of August 1, 2016, by and between TIAA-CREF Funds (the “Trust”), a Delaware statutory trust, and Teachers Advisors, Inc. (“Advisors”), a Delaware corporation.

AMENDMENT TO THE AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT FOR TIAA- CREF FUNDS
Investment Management Agreement • July 28th, 2016 • Tiaa-Cref Funds

This is an amendment, dated as of May 1, 2016, to the Amended and Restated Investment Management Agreement for TIAA-CREF Funds (“Agreement”), dated the 2nd day of January, 2012, as amended from time to time, between TIAA-CREF Funds (the “Trust”), a Delaware statutory trust, and Teachers Advisors, Inc. (the “Advisor”), a Delaware corporation.

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