SUB-ADVISORY AGREEMENT ING PARTNERS, INC.Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC • New York
AGREEMENT dated April 30, 2013, between Directed Services LLC, a Delaware limited liability company (the “Manager”), and ING Investment Management Co. LLC, a Delaware limited liability company (the “Sub-Adviser”).
SUB-ADVISORY AGREEMENTSub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC • Delaware
AGREEMENT made this 7th day of May, 2013 between Directed Services LLC (the “Adviser”), a Delaware limited liability company (by virtue of a substitution effective as of January 1, 2007, assumed all duties and obligations of former contracting party ING Life Insurance and Annuity Company), and Pioneer Investment Management, Inc. (the “Sub-Adviser”), a corporation organized under the laws of the State of Delaware (the “Agreement”). The Sub-Adviser is a member of the UniCredito Italiano banking group, register of banking groups.
INVESTMENT SUB-ADVISORY AGREEMENT between DIRECTED SERVICES LLC and PACIFIC INVESTMENT MANAGEMENT COMPANY LLCInvestment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC • Maryland
INVESTMENT SUBADVISORY AGREEMENT, made as of the 31st day of May, 2013, between Directed Services LLC (the “Adviser”), a Delaware limited liability company (by virtue of a substitution effective as of January 1, 2007, assumed all duties and obligations of former contracting party, ING Life Insurance and Annuity Company), and Pacific Investment Management Company LLC (“Subadviser”), a limited liability company organized and existing under the laws of the State of Delaware.
ING Funds] February 28, 2014 Mary Jean Milner Managing Director BNY MellonVoya PARTNERS INC • April 25th, 2014
INVESTMENT SUB-ADVISORY AGREEMENT between DIRECTED SERVICES LLC and OPPENHEIMERFUNDS, INC.Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC • Maryland
WHEREAS, the Adviser has entered into an Investment Advisory Agreement dated as of the 7th day of May, 2013 (“Advisory Agreement”) with ING Partners, Inc. (“Company”), which is engaged in business as an open-end management investment company registered under the Investment Company Act of 1940 (“1940 Act”); and
EXPENSE LIMITATION AGREEMENT ING PARTNERS, INC.Expense Limitation Agreement • April 25th, 2014 • Voya PARTNERS INC
This EXPENSE LIMITATION AGREEMENT (the “Agreement”), is effective the 7th day of May 2013, by and between Directed Services, LLC (the “Investment Manager”) and ING Partners, Inc. (the “Registrant”). The Registrant is a series fund investment company, and is entering into this Agreement on behalf of, and this Agreement shall apply to, each series of the Registrant set forth on Schedule A hereto (each a “Fund,” collectively the “Funds”), as such schedule may be amended from time to time to add or delete series.
EXPENSE LIMITATION AGREEMENT ING PARTNERS, INC.Expense Limitation Agreement • April 25th, 2014 • Voya PARTNERS INC
This EXPENSE LIMITATION AGREEMENT (this “Agreement”), is effective the 7th day of May 2013, by and between Directed Services, LLC (the “Manager”) and ING Partners, Inc. (the “Registrant”). The Registrant is a series fund investment company, and is entering into this Agreement on behalf of, and this Agreement shall apply to, each series of Registrant set forth on Schedule A hereto (each a “Fund,” collectively the “Funds”), as such schedule may be amended from time to time to add or delete series.
Directed Services LLC] May 1, 2014 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Investment Sub-Advisory Agreement dated December 14, 2000, as amended, between Directed Services LLC and T. Rowe Price Associates, Inc. (“T. Rowe Price”), (the “Sub-Advisory Agreement”) the sub-advisory fee for VY T. Rowe Price Growth Equity Portfolio (the “Portfolio”) was reduced on May 1, 2007. On May 1, 2014, T. Rowe Price executed an amended and restated Sub-Advisory Agreement.
ING Funds] May 1, 2013Administrative Services Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Amended and Restated Administrative Services Agreement dated November 19, 2003, as amended, between ING Partners, Inc. and ING Funds Services, LLC (the “Agreement”) we hereby notify you of our intention to retain you as Administrator to render administrative and other services to ING Solution Aggressive Portfolio (the “Portfolio”), upon all of the terms and conditions set forth in the Agreement. Upon your acceptance, the Agreement will be modified to give effect to the foregoing by amending the Amended Schedule A and Amended Schedule B of the Agreement. The Amended Schedule A and Amended Schedule B are attached hereto.
DISTRIBUTION AGREEMENT ING PARTNERS, INC.Distribution Agreement • April 25th, 2014 • Voya PARTNERS INC • Delaware
AGREEMENT dated May 7, 2013, by and between ING Partners, Inc. (the “Fund”), a Maryland corporation, and ING Funds Distributor, LLC (“Distributor”), a Delaware limited liability company.
Voya Funds] May 1, 2014Service Fee Waiver Agreement • April 25th, 2014 • Voya PARTNERS INC
By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Voya Investments Distributor, LLC (the “Distributor”) agrees to waive, from May 1, 2014 through May 1, 2015, a portion of its service fee and/or reimburse expenses in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratio of the Service Class shares of VY Baron Growth Portfolio, a series of Voya Partners, Inc., shall be as follows:
Directed Services LLC] January 1, 2014 ING Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Investment Sub-Advisory Agreement dated May 7, 2013, between Directed Services LLC (“DSL”) and Invesco Advisers, Inc., the sub-advisory fee for ING Invesco Comstock Portfolio (the “Portfolio”) was reduced on January 1, 2014.
Directed Services LLC] January 1, 2014 ING Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Investment Sub-Advisory Agreement dated March 29, 2002, as amended, between Directed Services LLC and American Century Investment Management, Inc. (“American Century”), (the “Sub-Advisory Agreement”), the sub-advisory fee for ING American Century Small-Mid Cap Value Portfolio (the “Portfolio”) was reduced on April 28, 2006. On May 31, 2013, American Century executed a new Investment Sub-Advisory Agreement, and the sub-advisory fee for the Portfolio was further reduced on January 1, 2014.
Directed Services LLC] May 1, 2014 Voya Partners, Inc. 7337 East Doubletree Ranch Road Suite 100 Scottsdale, AZ 85258-2034Expense Limitation Agreement • April 25th, 2014 • Voya PARTNERS INC
By execution of this letter agreement (the “Agreement”) to the Expense Limitation Agreement dated May 7, 2013, intending to be legally bound hereby, Directed Services LLC (“DSL”), the Adviser to VY Templeton Foreign Equity Portfolio (the “Portfolio”), agrees that DSL shall, from May 1, 2014 through May 1, 2015, waive all or a portion of its investment management fee and/or reimburse expenses in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratios of the Portfolio, shall be as follows:
Directed Services LLC] May 1, 2014 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Sub-Advisory Agreement dated April 28, 2006, as amended, between Directed Services LLC (“DSL”) and Columbia Management Investment Advisers, LLC (“Columbia”), (the “Sub-Advisory Agreement”) the sub-advisory fee for VY Columbia Small Cap Value II Portfolio (the “Portfolio”), formerly known as ING Columbia Small Cap Value Portfolio, was reduced on May 1, 2013. On May 1, 2014, Columbia executed an amended and restated Sub-Advisory Agreement.
Directed Services LLC] May 1, 2014 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Sub-Advisory Agreement dated May 1, 2010, between Directed Services LLC and Columbia Management Investment Advisers, LLC (“Columbia”) (the “Sub-Advisory Agreement”), the sub-advisory fee for VY Columbia Contrarian Core Portfolio, formerly ING Davis New York Venture Portfolio (the “Portfolio”), was reduced on May 1, 2013. On May 1, 2014, Columbia executed an amended and restated Sub-Advisory Agreement.
Directed Services LLC] May 1, 2014Portfolio Management Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Portfolio Management Agreement dated October 24, 1997 and amended and restated January 21 2011, as amended, among Voya Investors Trust, Directed Services LLC, and T. Rowe Price Associates, Inc. (“T. Rowe Price”) on behalf of VY T. Rowe Price Equity Income Portfolio (“TRP Equity Income Portfolio”), a series of Voya Investors Trust, and pursuant to the Investment Subadvisory Agreement dated December 14, 2000, as amended, between Directed Services LLC and T. Rowe Price Associates, Inc., on behalf of VY T. Rowe Price Growth Equity Portfolio, a series of Voya Partners, Inc. (“TRP Growth Equity Portfolio,” and together with TRP Equity Income Portfolio, the “Portfolios”), the sub-advisory fee rates for the Portfolios were reduced on June 1, 2010, and the sub-advisory fee rate for TRP Equity Income Portfolio was further reduced on May 1, 2011. On May 1, 2014, T. Rowe Price executed an amended and restated Portfolio Management Agreement with respect to TRP Equity Income Portfoli
ING Funds] May 7, 2013 ING Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Fee Waiver Agreement • April 25th, 2014 • Voya PARTNERS INC
By our execution of this letter agreement, we hereby notify you that, during periods when ING Templeton Foreign Equity Portfolio (the “Portfolio”), a series of ING Partners, Inc., managed by Directed Services LLC (“DSL”) and sub-advised by Templeton Investment Counsel, LLC (“Templeton”), invests in Templeton Institutional Funds-Foreign Smaller Companies Series (the “Underlying Funds”), DSL will waive its fees with respect to the Portfolio’s assets invested in the Underlying Funds. The waiver will be equal to the advisory fee, received by Templeton from the Underlying Funds attributable to Templeton’s management of the Portfolio assets that are invested in the Underlying Funds.
AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT between DIRECTED SERVICES LLC and INVESCO ADVISERS, INC.Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
This Amendment, effective as of January 1, 2014, amends the Investment Sub-Advisory Agreement (the “Agreement”) dated the 7th day of May 2013, between Directed Services LLC, a limited liability company duly organized in the State of Delaware (the “Adviser”), and Invesco Advisers, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Sub-Adviser”).
INVESTMENT SUBADVISORY AGREEMENT Between Directed Services LLC andInvestment Subadvisory Agreement • April 25th, 2014 • Voya PARTNERS INC • Maryland
INVESTMENT SUBADVISORY AGREEMENT, made as of the 7th day of May, 2013 between Directed Services LLC, (the “Adviser”), a Delaware limited liability company (by virtue of a substitution effective as of January 1, 2007, assumed all duties and obligations of former contracting party Aetna Life Insurance and Annuity Company), and T. Rowe Price Associates, Inc. (“Subadviser”), a corporation organized and existing under the laws of the State of Maryland.
Directed Services LLC] May 1, 2014 Voya Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
Pursuant to the Sub-Advisory Agreement, dated June 7, 2011, as amended (the “Sub-Advisory Agreement”), between Directed Services LLC (“DSL”) and Voya Investment Management Co. LLC (“VIM”), the sub-advisory fee for Voya Global Bond Portfolio (formerly, ING Oppenheimer Global Strategic Income Portfolio, the “Portfolio”) was reduced on January 21, 2011 in connection with the sub-adviser change to VIM. On May 1, 2014, VIM executed an amended and restated Sub-Advisory Agreement.
Directed Services LLC] March 14, 2014 ING Partners, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Management Agreement • April 25th, 2014 • Voya PARTNERS INC
By this letter dated March 14, 2014, we have agreed to waive a portion of the investment management fee payable to us under the Investment Management Agreement dated May 7, 2013 between Directed Services LLC and ING Partners, Inc., as amended (the “Agreement”), with respect to ING Invesco Equity and Income Portfolio (the “Portfolio”), a series of ING Partners, Inc., in the amount of 0.01% per annum. By this letter, we agree to waive that fee for the period from the close of business on March 14, 2014 through May 1, 2016.
INVESTMENT MANAGEMENT AGREEMENT ING PARTNERS, INC.Investment Management Agreement • April 25th, 2014 • Voya PARTNERS INC • New York
AGREEMENT dated May 7, 2013, between ING Partners, Inc. (the “Company”), a Maryland Corporation, and Directed Services LLC (the “Adviser”), a limited liability company organized and existing under the laws of the State of Delaware (the “Agreement”).
FIRST AMENDMENT TO SUB-ADVISORY AGREEMENT ING PARTNERS, INC.Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
This First Amendment, effective as of July 15, 2013, amends the Sub-Advisory Agreement (the “Agreement”) dated the 7th day of May, 2013, as amended, between Directed Services LLC (the “Adviser”), a Delaware limited liability company, and Pioneer Investment Management, Inc., a Delaware corporation (the “Sub-Adviser”).
AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • April 25th, 2014 • Voya PARTNERS INC • Maryland
THIS AGREEMENT is entered into as of the 19th day of November, 2003, as amended and restated as of March 7, 2013, between ING PARTNERS, INC., a Maryland corporation (the “Company”), on behalf of each of its series listed on Schedule A, and ING FUNDS SERVICES, LLC, a Delaware corporation (the “Administrator”), with respect to the following recital of facts:
AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT between DIRECTED SERVICES LLC and AMERICAN CENTURY INVESTMENT MANAGEMENT, INC.Investment Sub-Advisory Agreement • April 25th, 2014 • Voya PARTNERS INC
This Amendment, effective as of January 1, 2014, amends the Investment Sub-Advisory Agreement (the “Agreement”) dated the 31st day of May 2013, between Directed Services LLC, a limited liability company duly organized in the State of Delaware (the “Adviser”), and American Century Investment Management, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Sub-Adviser”).
