0001104659-15-007085 Sample Contracts

ADMINISTRATION AGREEMENT
Administration Agreement • February 5th, 2015 • Voya PARTNERS INC • Delaware

This AGREEMENT made this January 1, 2015 between each of the registered investment companies (each a “Fund” and collectively, the “Funds”), on behalf of each series thereof (each a “Series”) set forth on Schedule A hereto, as such schedule may be amended from time to time to add additional Funds or Series, and Voya Funds Services, LLC (the “Administrator”), a Delaware limited liability company.

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EXPENSE LIMITATION AGREEMENT VOYA PARTNERS, INC.
Expense Limitation Agreement • February 5th, 2015 • Voya PARTNERS INC

This EXPENSE LIMITATION AGREEMENT (this “Agreement”), is effective the November 18, 2014, by and between Directed Services, LLC (the “Manager”) and Voya 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.

FORM OF SUB-ADVISORY AGREEMENT VOYA PARTNERS, INC.
Sub-Advisory Agreement • February 5th, 2015 • Voya PARTNERS INC • New York

AGREEMENT, effective as of November 18, 2014, between Directed Services LLC, a Delaware limited liability company (the “Manager”), and Voya Investment Management Co. LLC, a Delaware limited liability company (the “Sub-Adviser”).

February 9, 2015 Todd Modic Senior Vice President Voya Funds Services, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:
Administration Agreement • February 5th, 2015 • Voya PARTNERS INC

Pursuant to the Administration Agreement (the “Agreement”), dated January 1, 2015, between the Funds listed on Schedule A of the Agreement and Voya Funds Services, LLC (“Administrator”), we hereby notify you of our intention to retain you as Administrator to render administrative and other services to: Voya Index Solution 2060 Portfolio and Voya Solution 2060 Portfolio, each a newly established series of Voya Partners Inc.; Voya Retirement Solution 2060 Fund, a newly established series of Voya Separate Portfolios Trust; and VY® Goldman Sachs Bond Portfolio, a newly established series of Voya Variable Insurance Trust, (collectively, the “Funds”), effective on February 9, 2015, upon all of the terms and conditions set forth in the Agreement.

FORM OF
Voya PARTNERS INC • February 5th, 2015

Pursuant to the Sub-Advisory Agreement, dated November 18, 2014, between Directed Services LLC and Voya Investment Management Co. LLC, as amended (the “Agreement”), we hereby notify you of our intention to retain you as Sub-Adviser to render investment advisory services to Voya Index Solution 2060 Portfolio and Voya Solution 2060 Portfolio (the “Portfolios”), each a series of Voya Partners, Inc., effective as of the close of business on February 9, 2015, upon all of the terms and conditions set forth in the Agreement.

DISTRIBUTION AGREEMENT VOYA PARTNERS, INC.
Distribution Agreement • February 5th, 2015 • Voya PARTNERS INC • Delaware

AGREEMENT, effective as of November 18, 2014, by and between Voya Partners, Inc. (the “Fund”), a Maryland corporation, and Voya Investments Distributor, LLC (“Distributor”), a Delaware limited liability company.

INVESTMENT MANAGEMENT AGREEMENT VOYA PARTNERS, INC.
Investment Management Agreement • February 5th, 2015 • Voya PARTNERS INC • New York

AGREEMENT, effective as of November 18, 2014, between Voya 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”).

February 9, 2015 Todd Modic Directed Services LLC West Chester, PA 19380 Dear Mr. Modic:
Investment Management Agreement • February 5th, 2015 • Voya PARTNERS INC

Pursuant to the Investment Management Agreement, dated November 18, 2014, (the “Agreement”) between Voya Partners, Inc. (“VPI”) and Directed Services LLC (“DSL”), we hereby notify you of our intention to retain you as Adviser to render investment advisory services to Voya Index Solution 2060 Portfolio and Voya Solution 2060 Portfolio, each a newly established series of VPI (the “Portfolios”), effective as of February 9, 2015, upon all of the terms and conditions set forth in the Agreement

February 9, 2015 Mr. Michael J. Roland Voya Investments Distributor, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Roland:
Distribution Agreement • February 5th, 2015 • Voya PARTNERS INC

Pursuant to the Distribution Agreement (the “Agreement”) dated November 18, 2014 between Voya Partners, Inc. and Voya Investments Distributor, LLC, we hereby notify you of our intention to retain you as Distributor to render such services to Voya Index Solution 2060 Portfolio and Voya Solution 2060 Portfolio, each a newly established series of Voya Partners, Inc. (the “Portfolios”), effective on February 9, 2015, 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 adding the Portfolios to the Amended Schedule A of the Agreement. The Amended Schedule A is attached hereto.

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