0001049169-17-000205 Sample Contracts

AMENDMENT NO. 1 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 31st, 2017 • Stadion Investment Trust

THIS AMENDMENT to the Investment Advisory Agreement (the “Agreement”) by and between STADION INVESTMENT TRUST, a Delaware statutory trust (the “Trust”), on behalf of the STADION TACTICAL DEFENSIVE FUND (formerly the Stadion Core Advantage Portfolio), a series of shares of the Trust (the “Fund”), and STADION MONEY MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”), is made by and between the parties this 1st day of May, 2017.

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AGREEMENT AND PLAN OF REORGANIZATION AND TERMINATION
Agreement and Plan of Reorganization and Termination • July 31st, 2017 • Stadion Investment Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION AND TERMINATION (“Agreement”) is made as of March 1, 2017, by Stadion Investment Trust, a Delaware statutory trust (the “Trust”), on behalf of its Stadion Managed Risk 100 Fund (the “Target Fund”) and Stadion Tactical Defensive Fund (the “Survivor Fund” and the Target Fund and the Survivor Fund are sometimes referred to herein, each as a “Fund” and collectively, as the “Funds.”), and, solely for the purposes of paragraph 5, Stadion Money Management, LLC, adviser to the Funds (the “Adviser”). Notwithstanding anything to the contrary contained herein, (1) the agreements, covenants, representations, warranties, actions, and obligations (collectively, “Obligations”) of and by each Fund -- and of and by the Trust on a Fund’s behalf -- shall be the Obligations of that Fund only, (2) all rights and benefits created hereunder in favor of a Fund shall inure to and be enforceable by the Trust on that Fund’s behalf, and (3) in no event shall any other ser

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