0001104659-12-068933 Sample Contracts

SUB-ADVISORY AGREEMENT TOUCHSTONE EMERGING MARKETS EQUITY FUND II TOUCHSTONE FUNDS GROUP TRUST
Sub-Advisory Agreement • October 12th, 2012 • Touchstone Funds Group Trust • Ohio

This AMENDED AND RESTATED SUB-ADVISORY AGREEMENT is made as of May 17, 2012 by and between TOUCHSTONE ADVISORS, INC., an Ohio corporation (“Advisor”), and AGF INVESTMENTS AMERICA INC., an Ontario corporation (“Sub-Advisor”), hereby amending and restating the original April 18, 2011 agreement between the parties.

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Schedule A Dated August 16, 2012 To The Expense Limitation Agreement Dated January 27, 2012 Between Touchstone Funds Group Trust and Touchstone Advisors, Inc.
Expense Limitation Agreement • October 12th, 2012 • Touchstone Funds Group Trust
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SCHEDULE B (Dated: September 6, 2012)
Transfer Agency and Shareholder Services Agreement • October 12th, 2012 • Touchstone Funds Group Trust

THIS SCHEDULE B, amended and restated effective as of September 6, 2012, is Schedule B to that certain Transfer Agency and Shareholder Services Agreement dated as of December 5, 2011 between BNY Mellon Investment Servicing (US) Inc. and the Investment Trusts listed on the signature page thereto.

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EXHIBIT A
Sub-Administration and Accounting Services Agreement • October 12th, 2012 • Touchstone Funds Group Trust

THIS EXHIBIT A, amended and restated effective as of September 6, 2012 is Exhibit A to that certain Sub-Administration and Accounting Services Agreement dated as of November 5, 2011 between BNY Mellon Investment Servicing (US) Inc. and Touchstone Advisors, Inc.

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SCHEDULE A LIST OF FUNDS
State Filing Services Agreement • October 12th, 2012 • Touchstone Funds Group Trust

THIS SCHEDULE A, amended and restated effective as of September 6, 2012 is Schedule A to that certain ClearSkySM State Filing Services Agreement effective as of December 5, 2011 by and between each of Touchstone Funds Group Trust, Touchstone Strategic Trust, Touchstone Investment Trust, Touchstone Tax-Free Trust, Touchstone Variable Series Trust, and Touchstone Institutional Funds Trust and BNY Mellon Investment Servicing (US) Inc.

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