0000950123-11-042214 Sample Contracts

MASTER FEEDER PARTICIPATION AGREEMENT BETWEEN STATE STREET BANK AND TRUST COMPANY AND STATE STREET MASTER FUNDS DATED AS OF AGREEMENT
Master Feeder Participation Agreement • April 29th, 2011 • State Street Master Funds • Massachusetts

THIS AGREEMENT is made and entered into as of the 26th day of August, 2010, by and between State Street Bank and Trust Company (“State Street”), as trustee of the SSgA Cash Series Prime Fund (the “Feeder Fund”) and State Street Master Funds (the “Trust”), a trust organized under the common law of the Commonwealth of Massachusetts, on behalf of its series State Street Money Market Portfolio (the “Master Portfolio”).

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To: State Street Master Funds From: David James Date: November 19, 2010 RE: Information Security Program Agreement
Information Security Program Agreement • April 29th, 2011 • State Street Master Funds

As you may know, the Commonwealth of Massachusetts adopted standards1 (the “Standards”) governing the protection of “personal information” of Massachusetts residents by entities who access such information, whether those entities are located in Massachusetts or not. The Standards require any person who owns, licenses, stores or maintains “personal information” about Massachusetts residents to adopt a comprehensive written information security program and to take “reasonable steps to select and retain third-party service providers that are capable of maintaining appropriate security measures to protect such personal information consistent with [the Standards]...”

AMENDMENT NO. 1 TO THE MASTER FEEDER PARTICIPATION AGREEMENT
Master Feeder Participation Agreement • April 29th, 2011 • State Street Master Funds

This is Amendment No. 1 dated May 21, 2010 (the “Amendment”) to the Master Feeder Participation Agreement, between Henderson Global Funds, a Delaware statutory trust (the “Company”), on behalf of its series Henderson Money Market Fund (the “Feeder Fund”), and State Street Master Funds (the “Trust”), a trust organized under the common law of the Commonwealth of Massachusetts, on behalf of its series State Street Money Market Portfolio (the “Master Portfolio”), dated as of April 20, 2009 (the “Agreement”). All terms not defined herein shall have the meaning set forth in the Agreement.

STATE STREET MASTER FUNDS AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 29th, 2011 • State Street Master Funds

This Amendment to the Investment Advisory Agreement dated May 1, 2001, as amended prior to the date hereof (the “Advisory Agreement”), between State Street Master Funds, a Massachusetts business trust (the “Trust”), and SSgA Funds Management, Inc., a Massachusetts corporation (the “Adviser”) is effective as of February 18, 2011 (the “Amendment”).

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