0001104659-20-005966 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • January 22nd, 2020 • Virtus Opportunities Trust • Delaware

This Indemnification Agreement (this “Agreement”) is effective as of January 1, 2020, by and between (i) each trust whose name is set forth on the signature page (each such trust hereafter referred to as the “Trust”), acting on behalf of itself and each of its portfolio series, whether existing on the date hereof (as listed on Appendix A hereto) or subsequently established (the “Series”) and (ii) the trustee of the Trust whose name is set forth on the signature page (the “Trustee”).

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AMENDMENT TO FOREIGN CUSTODY MANAGER AGREEMENT
Foreign Custody Manager Agreement • January 22nd, 2020 • Virtus Opportunities Trust • New York

This Amendment (“Amendment”) dated November 18, 2019 is by and between Duff & Phelps Select MLP and Midstream Energy Fund Inc., Virtus Alternative Solutions Trust, Virtus Asset Trust, Virtus Equity Trust, Virtus Global Dividend and Income Fund, Inc., Virtus Global Multi-Sector Income Fund, Virtus Opportunities Trust, Virtus Retirement Trust, Virtus Total Return Fund Inc. and Virtus Variable Insurance Trust, (each, the “Fund” and collectively, the “Funds”) and The Bank of New York Mellon (“BNY Mellon”).

THIRTY-EIGHTH AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • January 22nd, 2020 • Virtus Opportunities Trust • Delaware

This Thirty-Eighth Amended and Restated Expense Limitation Agreement (the “Agreement”), effective as of December 1, 2019, amends and restates that certain Thirty-Seventh Amended and Restated Expense Limitation Agreement effective as of September 25, 2019, by and between Virtus Opportunities Trust, a Delaware statutory trust (the “Registrant”), on behalf of each series of the Registrant listed in Appendix A (each a “Fund” and collectively, the “Funds”) and the Adviser of each of the Funds, Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”).

SUB-ADMINISTRATION AND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Accounting Services Agreement • January 22nd, 2020 • Virtus Opportunities Trust

This Amendment dated November 18, 2019 is by and among Virtus Fund Services, LLC (“Company”), Virtus Alternative Solutions Trust, Virtus Asset Trust, Virtus Equity Trust, Virtus Opportunities Trust, Virtus Retirement Trust and Virtus Variable Insurance Trust (each, a “Fund” and together, the “Funds”) and The Bank of New York Mellon (“BNY Mellon”).

Amendment To Sub-Transfer Agency And Shareholder Services Agreement
Sub-Transfer Agency and Shareholder Services Agreement • January 22nd, 2020 • Virtus Opportunities Trust

This Amendment To Sub-Transfer Agency And Shareholder Services Agreement, dated as of November 18, 2019 ("Amendment"), is being entered into by and among BNY Mellon Investment Servicing (US) Inc. ("BNYM"), Virtus Fund Services, LLC ("Company") and each of the "Funds", which is hereby defined to mean each of the Investment Companies and each Portfolio of each such Investment Company listed on Schedule B to the Amended Agreement (as defined below).

AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • January 22nd, 2020 • Virtus Opportunities Trust • New York

This Amendment (“Amendment”) dated November 18, 2019 is by and between Virtus Alternative Solutions Trust, Virtus Asset Trust, Virtus Equity Trust, Virtus Opportunities Trust, Virtus Retirement Trust and Virtus Variable Insurance Trust, (each, the “Fund” and collectively, the “Funds”) and The Bank of New York Mellon (“BNY Mellon”).

THIRD AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 22nd, 2020 • Virtus Opportunities Trust • Delaware

THIS AMENDMENT effective as of the 28th day of January, 2020, amends that certain Investment Advisory Agreement dated as of May 18, 2006, as amended as of January 1, 2010 and December 1, 2018 (the “Agreement”), by and between Virtus Opportunities Trust (as assigned by Virtus Insight Trust), a Delaware statutory trust (the “Trust”), and Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”), as follows:

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