0001104659-12-005078 Sample Contracts

TRANSFER AGENCY AND SHAREHOLDER SERVICES AGREEMENT
Transfer Agency and Shareholder Services Agreement • January 30th, 2012 • Touchstone Funds Group Trust

This Transfer Agency And Shareholder Services Agreement (“Agreement”) is made as of December 5, 2011 (“Effective Date”) by and between BNY Mellon Investment Servicing (US) Inc. (“BNYM”), and the investment trusts listed on the signature page to this Agreement (each an “Investment Company”). Capitalized terms, and certain noncapitalized terms, not otherwise defined shall have the meanings set forth in Schedule A (Schedule A also contains an index of defined terms providing the location of all defined terms).

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SUB-ADVISORY AGREEMENT TOUCHSTONE MID CAP FUND TOUCHSTONE FUNDS GROUP TRUST
Sub-Advisory Agreement • January 30th, 2012 • Touchstone Funds Group Trust • Ohio

This SUB-ADVISORY AGREEMENT is made as of December 8, 2011, by and between TOUCHSTONE ADVISORS, INC., an Ohio corporation (the “Advisor”), and THE LONDON COMPANY OF VIRGINIA, a Virginia corporation (the “Sub-Advisor”).

TOUCHSTONE FUNDS GROUP TRUST DISTRIBUTION AND SHAREHOLDER SERVICES PLAN CLASS A SHARES
Distribution and Shareholder Services Plan • January 30th, 2012 • Touchstone Funds Group Trust

WHEREAS, Touchstone Funds Group Trust (the “Trust”) is engaged in business as an open-end investment company registered under the Investment Company Act of 1940 (the “1940 Act”); and

SUB-ADMINISTRATION AND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Accounting Services Agreement • January 30th, 2012 • Touchstone Funds Group Trust

THIS AGREEMENT is dated and effective as of November 5, 2011 by and between BNY MELLON INVESTMENT SERVICING (US) INC., a Massachusetts corporation (“BNYM”), and TOUCHSTONE ADVISORS, INC. an Ohio corporation (the “Administrator”). Capitalized terms not otherwise defined shall have the meanings set forth in Appendix A.

CLEARSKYSM STATE FILING SERVICES AGREEMENT
State Filing Services Agreement • January 30th, 2012 • Touchstone Funds Group Trust • Delaware

This STATE FILING SERVICES AGREEMENT, effective as of December 5, 2011, is by and between each of Touchstone Funds Group Trust, Touchstone Strategic Trust, Touchstone Investment Trust, Touchstone Tax-Free Trust, and Touchstone Institutional Funds Trust (each a “Company” and collectively, the “Companies”) and BNY Mellon Investment Servicing (US) Inc. (“BNY”).

EXPENSE LIMITATION AGREEMENT TOUCHSTONE FUNDS GROUP TRUST
Expense Limitation Agreement • January 30th, 2012 • Touchstone Funds Group Trust

EXPENSE LIMITATION AGREEMENT, effective as of January 27, 2012 by and between Touchstone Advisors, Inc. (the “Advisor”) and Touchstone Funds Group Trust (the “Trust”), on behalf of certain series of the Trust set forth in Schedule A attached hereto (each a “Fund,” and collectively, the “Funds”).

INVESTMENT SUB-ADVISORY AGREEMENT TOUCHSTONE FUNDS GROUP TRUST
Investment Sub-Advisory Agreement • January 30th, 2012 • Touchstone Funds Group Trust • Delaware

AGREEMENT made as of this 17th day of February, 2006, as amended as of August 18, 2011, by and between Touchstone Advisors, Inc. (the “Adviser”) and Sands Capital Management, LLC (the “Sub-Adviser”).

EXPENSE LIMITATION AGREEMENT TOUCHSTONE FUNDS GROUP TRUST
Expense Limitation Agreement • January 30th, 2012 • Touchstone Funds Group Trust

EXPENSE LIMITATION AGREEMENT, effective as of January 27, 2012 by and between Touchstone Advisors, Inc. (the “Advisor”) and Touchstone Funds Group Trust (the “Trust”), on behalf of its series, Touchstone Sands Capital Select Growth Fund (the “Fund”).

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