0001144204-18-049683 Sample Contracts

SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • September 17th, 2018 • Barings Funds Trust • Massachusetts

THIS SUB-ADVISORY AGREEMENT, dated as of May 9, 2018 (the “Agreement”), is made by and between BARINGS LLC, a Delaware limited liability company (the “Manager”), and BARING INTERNATIONAL INVESTMENT LIMITED, a private limited company incorporated under the laws of England (the “Sub-Adviser”).

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Amendment No. 1 to Distribution Agreement
Distribution Agreement • September 17th, 2018 • Barings Funds Trust

This Amendment No. 1 to the Distribution Agreement (this “Amendment”) is made by and between Barings Funds Trust, a Massachusetts business trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”), and is effective as of September 17, 2018.

SECOND AMENDMENT TO
Agency and Services Agreement • September 17th, 2018 • Barings Funds Trust

THIS FIRST AMENDMENT (“Amendment”) is made as of September 17, 2018 between Barings Funds Trust (f/k/a Babson Capital Funds Trust) (the “Trust”), organized as a business trust under the laws of the State of Massachusetts, and ALPS Fund Services, Inc. (“ALPS”), a Colorado corporation.

DISTRIBUTION AGREEMENT
Distribution Agreement • September 17th, 2018 • Barings Funds Trust • Massachusetts

THIS AGREEMENT (the “Agreement”) is made as of April 16, 2018, between Barings Funds Trust, a Massachusetts business trust (the “Trust”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT
Fee Waiver and Expense Reimbursement Agreement • September 17th, 2018 • Barings Funds Trust

THIS FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT, dated as of February 7, 2018 (the “Agreement”), is made by and between BARINGS LLC (the “Manager”), a Delaware limited liability corporation, and Barings Funds Trust (the “Trust”), a Massachusetts business trust, on its own behalf and on behalf of each of its series listed on Schedule A hereto, as it may be amended from time to time (each a “Fund” and, collectively, the “Funds”).

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