0001144204-17-062158 Sample Contracts

BROKER-DEALER SELLING AGREEMENT
Broker-Dealer Selling Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York

MBSC Securities Corporation (“we” or “us”), as the principal underwriter and exclusive agent for the continuous distribution of the shares of beneficial interest or common stock of open-end registered investment companies managed, advised or administered by The Dreyfus Corporation (“Dreyfus”) or its subsidiaries or affiliates (each, a “Fund” and collectively, the “Funds”) pursuant to the terms of a Distribution Agreement between us and the Funds, agrees to sell Fund shares to you, the firm specified on the signature page hereto (“you”), in accordance with the terms and conditions set forth in this Agreement. You may make shares of the Funds available to your customers and, with respect to certain Fund shares, provide shareholder, administrative or other services to your customers who own shares of the Funds in accordance with the terms and conditions set forth in this Agreement. Unless the context otherwise requires, as used herein the term “Prospectus” shall mean the full, statutory p

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SERVICE AGREEMENT
Service Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York

This Agreement is entered into as of __________, ____ between __________________, a ___________________ (the "Service Provider") and MBSC Securities Corporation, a New York corporation ("MBSC").

CUSTODY AGREEMENT by and between THE FUNDS LISTED ON SCHEDULE 1 HERETO and THE BANK OF NEW YORK MELLON
Custody Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York
SECOND AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York

This Amendment to the Custody Agreement (defined below) is made as of December _, 2016 by and between each investment company identified on Schedule 1 hereto, as such Schedule may be amended from time to time (each such investment company and each investment company made subject to the Custody Agreement in accordance with Section 10.12 thereof, the "Fund"), and The Bank of New York Mellon (the "Custodian"). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Custody Agreement.

TRANSFER AGENCY AGREEMENT by and between EACH INVESTMENT COMPANY LISTED ON SCHEDULE B HERETO and DREYFUS TRANSFER, INC.
Transfer Agency Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds

This Transfer Agency Agreement ("Agreement") is made as of May 29, 2012 by and between Dreyfus Transfer, Inc., a Maryland corporation ("DTI"), and each Investment Company listed on Schedule B. Capitalized terms, and certain noncapitalized terms, not otherwise defined shall have the meanings set forth in Schedule A (Schedule A also contains an index of defined terms providing the location of all defined terms). The term "Fund" as used in this Agreement means, as applicable, (i) each Investment Company listed on Schedule B which is not further divided into one or more Portfolios, and (ii) each Portfolio listed on Schedule B of those Investment Companies which are further divided into Portfolios; in each case each Fund shall be considered in its individual and separate capacity. For clarification: All Schedules and Exhibits to this Agreement and the Fee Agreement and the Service Level Agreement (each as defined below) constitute a part of this Agreement without the need to specifically in

AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York

This Amendment to the Custody Agreement (defined below) is made as of October 1, 2013 by and between each investment company identified on Schedule 1 hereto, as such Schedule may be amended from time to time (each such investment company and each investment company made subject to the Custody Agreement in accordance with Section 10.12 thereof, the "Fund"), and The Bank of New York Mellon (the "Custodian"). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Custody Agreement.

Kelly M. Carroll The Bank of New York Mellon
Custody Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds
AMENDED AND RESTATED DISTRIBUTION AGREEMENT
Distribution Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds

This is to confirm that, in consideration of the agreements hereinafter contained, each investment company identified on Exhibit A hereto, as such Exhibit may be amended from time to time (each, the "Fund"), has agreed that you shall be, for the period of this agreement, the distributor of (a) shares of each series of the Fund set forth on Exhibit A hereto, as such Exhibit may be revised from time to time (each, a "Series") or (b) if no Series are set forth on such Exhibit, shares of the Fund. For purposes of this agreement the term "Shares" shall mean the authorized shares of the relevant Series, if any, and otherwise shall mean the Fund's authorized shares.

MANAGEMENT AGREEMENT DREYFUS INSTITUTIONAL LIQUIDITY FUNDS
Management Agreement • December 4th, 2017 • Dreyfus Institutional Liquidity Funds • New York

The above-named investment company (the "Fund") consisting of the series named on Schedule 1 hereto, as such Schedule may be revised from time to time (each, a "Series"), herewith confirms its agreement with you as follows:

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