0000950123-11-062873 Sample Contracts

ADVISORY FEE WAIVER AGREEMENT PL FLOATING RATE LOAN FUND OF PACIFIC LIFE FUNDS
Waiver Agreement • June 29th, 2011 • Pacific Life Funds • California

This ADVISORY FEE WAIVER AGREEMENT, by and between Pacific Life Fund Advisors LLC (the “Adviser”) and Pacific Life Funds (the “Trust”), on behalf of the PL Floating Rate Loan Fund, a fund of the Trust (“Fund”) is effective as of July 1, 2010.

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PLF — PL INCOME FUND AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • June 29th, 2011 • Pacific Life Funds

THIS AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT (the “Amendment”) effective July 1, 2011, between Pacific Life Funds (the “Trust”), a Delaware statutory trust, on behalf of the PL Income Fund, and Pacific Life Fund Advisors LLC (“Adviser” or “PLFA”), a Delaware limited liability company.

AMENDMENT NO. 13 TO TRANSFER AGENCY SERVICES AGREEMENT
Transfer Agency Services Agreement • June 29th, 2011 • Pacific Life Funds

This Amendment No. 13 to Transfer Agency Services Agreement, dated December 6, 2010 (“Amendment No. 13”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc. (“BNYM”), Pacific Life Insurance Company (“Pacific Life”) and Pacific Life Funds (“Fund”).

AMENDMENT NO. 6 TO THE FUND MANAGEMENT AGREEMENT PACIFIC LIFE FUNDS
Management Agreement • June 29th, 2011 • Pacific Life Funds

THIS AMENDMENT made as of this 1st day of January, 2011 by and among Pacific Life Fund Advisors LLC (“Adviser”), a Delaware limited liability company, Massachusetts Financial Services Company, a Delaware corporation doing business as MFS Investment Management (“MFS” or “Fund Manager”), and Pacific Life Funds, a Delaware Statutory Trust (the “Trust”).

AMENDMENT TO THE PLF EXPENSE LIMITATION AGREEMENT II
Expense Limitation Agreement • June 29th, 2011 • Pacific Life Funds

THIS AMENDMENT TO THE EXPENSE LIMITATION AGREEMENT II (the “Amendment”) effective July 1, 2011, between Pacific Life Funds (the “Trust”), a Delaware statutory trust, on behalf of the Funds designated in Schedule A hereto, and Pacific Life Fund Advisors LLC (“Adviser” or “PLFA”), a Delaware limited liability company.

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