0001104659-13-005222 Sample Contracts

SUB-ADVISORY AGREEMENT TOUCHSTONE SMALL COMPANY VALUE FUND TOUCHSTONE STRATEGIC TRUST
Sub-Advisory Agreement • January 28th, 2013 • Touchstone Funds Group Trust

This SUB-ADVISORY AGREEMENT is made as of September 10, 2012, by and between TOUCHSTONE ADVISORS, INC., an Ohio corporation (the “Advisor”), and DEPRINCE, RACE & ZOLLO, INC., a Florida corporation (the “Sub-Advisor”).

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TOUCHSTONE FUNDS GROUP TRUST DISTRIBUTION AND SHAREHOLDER SERVICES PLAN CLASS A SHARES
Distribution and Shareholder Services Plan • January 28th, 2013 • 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

EXPENSE LIMITATION AGREEMENT TOUCHSTONE FUNDS GROUP TRUST
Expense Limitation Agreement • January 28th, 2013 • Touchstone Funds Group Trust

EXPENSE LIMITATION AGREEMENT, effective as of January 29, 2013 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”).

ADMINISTRATION AGREEMENT
Administration Agreement • January 28th, 2013 • Touchstone Funds Group Trust • Ohio

THIS AGREEMENT is made as of this 17th day of February, 2006, by and between Constellation Funds, a Delaware business trust and Touchstone Advisors, Inc. (the “Administrator”), an Ohio corporation. This Agreement has been amended to (i) reflect the name change of Constellation Funds, (ii) include additional named parties, (iii) amend the compensation schedule and (iv) change the initial term of the Agreement.

Schedule C-1 Dated November 17, 2012 To The Investment Advisory Agreement Dated February 17, 2006 Between Touchstone Funds Group Trust and Touchstone Advisors, Inc. Listing of Funds and Fee Rates
Investment Advisory Agreement • January 28th, 2013 • Touchstone Funds Group Trust

Touchstone Emerging Markets Equity Fund 1.05% on the first $200 million of assets; 1.00% on the next $200 million of assets; and 0.90% on assets over $400 million

EXPENSE LIMITATION AGREEMENT TOUCHSTONE FUNDS GROUP TRUST
Expense Limitation Agreement • January 28th, 2013 • Touchstone Funds Group Trust

EXPENSE LIMITATION AGREEMENT, effective as of January 29, 2013 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”).

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