0001104659-13-050446 Sample Contracts

SCHRODER SERIES TRUST MANAGEMENT CONTRACT
Management Contract • June 20th, 2013 • Schroder Series Trust • Massachusetts

This Management Contract (the “Contract”) dated as of is between SCHRODER SERIES TRUST, a Massachusetts business trust (the “Trust”), on behalf of the constituent series listed in Appendix A (each, a “Fund”), and SCHRODER INVESTMENT MANAGEMENT NORTH AMERICA INC., a Delaware corporation (the “Manager”).

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SCHRODER SERIES TRUST INVESTMENT SUBADVISORY AGREEMENT Schroder Long Duration Investment-Grade Bond Fund Schroder Broad Tax-Aware Value Bond Fund
Investment Subadvisory Agreement • June 20th, 2013 • Schroder Series Trust • Massachusetts

This AGREEMENT dated as of the is entered into among Schroder Series Trust (the “Trust”), a business trust organized under the laws of The Commonwealth of Massachusetts with its principal place of business at 875 Third Avenue, 22nd Floor, New York, NY 10022, Schroder Investment Management North America Inc. (the “Adviser”), a corporation organized under the laws of the State of Delaware with its principal place of business at 875 Third Avenue, 22nd Floor, New York 10022, and STW Fixed Income Management LLC (the “Subadviser”), a company organized under the laws of the State of Delaware, with its principal office and place of business at 6185 Carpinteria Avenue, Carpinteria, CA 93013.

AMENDMENT NO. 6
Credit Agreement • June 20th, 2013 • Schroder Series Trust • New York

AMENDMENT NO. 6 dated as of to the CREDIT AGREEMENT dated as of October 6, 2008 (as amended from time to time, the “Agreement”), among the Borrowers listed from time to time on Schedule I thereto, as it may be amended from time to time, the Lenders party thereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

AMENDMENT To Transfer Agency and Service Agreement between Schroder Series Trust and State Street Bank and Trust Company
Transfer Agency and Service Agreement • June 20th, 2013 • Schroder Series Trust

This Amendment is made as of this day of June 2013 between Schroder Series Trust and State Street Bank and Trust Company. In accordance with Article 10 (Additional Funds) and Article 12 (Amendment) of the Transfer Agency and Service Agreement dated October 27, 1993, as amended, (the “Agreement”) the parties desire to amend the Agreement as set forth herein.

AMENDMENT NO. 10 TO THE ADMINISTRATION AND ACCOUNTING AGREEMENT
Administration and Accounting Agreement • June 20th, 2013 • Schroder Series Trust • Massachusetts

This Amendment No. 10 to the Administration and Accounting Agreement (this “Amendment”) is made as of , with effect retroactively from and after January 1, 2013 (“Effective Date of Amendment No. 10”), and shall amend the Administration and Accounting Agreement made as of the 8th day of October, 2001, as amended (the “Agreement”) by and between Schroder Series Trust, a Massachusetts business trust (the “Trust”), on behalf of each of its constituent series, and SEI Investments Global Funds Services, a Delaware business trust (the “Administrator”). Defined terms not defined herein and defined in the Agreement shall have the meaning given to them in the Agreement.

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