0001104659-20-047623 Sample Contracts

MAINSTAY VP FUNDS TRUST FORM OF SUBADVISORY AGREEMENT
Subadvisory Agreement • April 16th, 2020 • Mainstay Vp Funds Trust • New York

This Subadvisory Agreement, made as of the 1st day of May, 2020 (the “Agreement”), between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and Brown Advisory LLC, a Delaware limited liability company (the “Subadvisor”).

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THE MAINSTAY FUNDS MAINSTAY FUNDS TRUST MAINSTAY VP FUNDS TRUST AMENDMENT TO AMENDED AND RESTATED SUBADVISORY AGREEMENT
Subadvisory Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amendment to the Amended and Restated Subadvisory Agreement, is made as of the 26th day of February, 2020, between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and MacKay Shields LLC, a Delaware limited liability company (the “Subadvisor”).

MAINSTAY GROUP OF FUNDS
Master Custodian Agreement • April 16th, 2020 • Mainstay Vp Funds Trust
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amended and Restated Expense Limitation Agreement is hereby made as of the 1st day of May, 2020, between MainStay VP Funds Trust (the “Trust”), on behalf of each of its series of the Trust (each a “Portfolio” and collectively, “Portfolios”) and New York Life Investment Management LLC (the “Manager”) (the “Agreement”).

AMENDMENT TO AMENDED AND RESTATED TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amendment to the Amended and Restated Transfer Agency and Service Agreement (“Amendment”) is effective as of the 1st day of May, 2020, by and among The MainStay Funds, a Massachusetts business trust, and MainStay VP Funds Trust and MainStay Funds Trust, each a Delaware statutory trust (each, a “Fund” and collectively, the “Funds”) and NYLIM Service Company LLC, a Delaware limited liability company, having its principal office and place of business at 30 Hudson Street, Jersey City, New Jersey 07302 (“NSC”).

MAINSTAY GROUP OF FUNDS
Master Delegation Agreement • April 16th, 2020 • Mainstay Vp Funds Trust
AMENDMENT TO AMENDED AND RESTATED TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amendment to the Amended and Restated Transfer Agency and Service Agreement (“Amendment”) is effective as of the 26th day of February, 2020, by and among The MainStay Funds, a Massachusetts business trust, and MainStay VP Funds Trust and MainStay Funds Trust, each a Delaware statutory trust (each, a “Fund” and collectively, the “Funds”) and NYLIM Service Company LLC, a Delaware limited liability company, having its principal office and place of business at 30 Hudson Street, Jersey City, New Jersey 07302 (“NSC”).

MAINSTAY VP FUNDS TRUST AMENDMENT TO THE AMENDED AND RESTATED MANAGEMENT AGREEMENT
Management Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amendment to the Amended and Restated Management Agreement, is effective as of the 1st day of May, 2020 between MainStay VP Funds Trust, a Delaware statutory trust (the “Trust”), on behalf of its series as set forth on Schedule A (each, a “Portfolio” and collectively, the “Portfolios”), and New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”).

MAINSTAY GROUP OF FUNDS
Master Delegation Agreement • April 16th, 2020 • Mainstay Vp Funds Trust
MAINSTAY GROUP OF FUNDS
Master Custodian Agreement • April 16th, 2020 • Mainstay Vp Funds Trust
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amended and Restated Expense Limitation Agreement is hereby made as of the 28th day of February, 2020, between MainStay VP Funds Trust (the “Trust”), on behalf of each of its series of the Trust (each a “Portfolio” and collectively, “Portfolios”) and New York Life Investment Management LLC (the “Manager”) (the “Agreement”).

MAINSTAY VP FUNDS TRUST FORM OF AMENDMENT TO THE SUBADVISORY AGREEMENT
Subadvisory Agreement • April 16th, 2020 • Mainstay Vp Funds Trust

This Amendment to the Subadvisory Agreement, is made as of the 1st day of May 2020, between New York Life Investment Management LLC, a Delaware limited liability company (the “Manager”) and Winslow Capital Management, LLC, a Delaware limited liability company (the “Subadvisor”).

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