0000950137-09-000281 Sample Contracts

FORM OF SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT LLC AND RIVER ROAD ASSET MANAGEMENT, LLC
Sub-Investment Advisory Agreement • January 14th, 2009 • Aston Funds • Delaware

SUB-INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made this 17th day of October, 2007 by and between ASTON ASSET MANAGEMENT LLC (hereinafter referred to as the “Investment Adviser”) and RIVER ROAD ASSET MANAGEMENT, LLC (hereinafter referred to as the “Subadviser”), which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

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AMENDMENT NO. 1 TO THE SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT LLC AND TAMRO CAPITAL PARTNERS LLC (FORMERLY TASHO INVESTMENT, LLC)
Sub-Investment Advisory Agreement • January 14th, 2009 • Aston Funds • Delaware

AMENDMENT NO. 1 (this “Amendment”), dated as of October 1, 2008, to the Sub Investment Advisory Agreement, dated June 30, 2007, between ASTON ASSET MANAGEMENT LLC (hereinafter referred to as the “Investment Adviser”) and TAMRO CAPITAL PARTNERS LLC (formerly Tasho Investment, LLC and hereinafter referred to as the “Subadviser”) with respect to the Aston/TAMRO Small Cap Fund (the “Sub-Investment Advisory Agreement”). The Aston/TAMRO Small Cap Fund is referred to herein as the “Fund”.

ASTON ASSET MANAGEMENT LLC FORM OF AMENDMENT TO SUB-ADMINISTRATION AND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Accounting Services Agreement • January 14th, 2009 • Aston Funds

This Amendment (the “Amendment”) is made as of the day of , 200 , by and between PNC GLOBAL INVESTMENT SERVICING (U.S.) INC. (f/k/a PFPC Inc.) (“PNC”) and ASTON ASSET MANAGEMENT LLC, assignee to ABN AMRO Investment Fund Services, Inc. (the “Administrator”).

FORM OF RUSSIAN ADDENDUM
Addendum • January 14th, 2009 • Aston Funds
FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 14th, 2009 • Aston Funds • Delaware

AGREEMENT made this day of , 2008 by and between ASTON FUNDS, a Delaware statutory trust (the “Trust”), on behalf of each series of the Trust set forth on Schedule A hereto as may be amended from time to time (each individually, a “Fund” and collectively, the “Funds”) and ABN AMRO ASSET MANAGEMENT, INC., an Illinois corporation (the “Adviser”).

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