INVESTMENT SUB-SUBADVISORY AGREEMENT For MassMutual Premier Diversified Bond FundInvestment Sub-Advisory Agreement • March 1st, 2011 • Massmutual Premier Funds • Massachusetts
This Investment Sub-Advisory Agreement (this “Sub-Advisory Agreement”), is by and between Babson Capital Management LLC (“Babson Capital”) and Cornerstone Real Estate Advisers LLC (the “Sub- Adviser), for the MassMutual Premier Diversified Bond Fund (the “Fund”), a series of MassMutual Premier Funds (the “Trust”), a Massachusetts business trust which is an open-end diversified management investment company registered as such with the Securities and Exchange Commission (the “Commission”) pursuant to the Investment Company Act of 1940, as amended (the “Act”), effective as of the 9th day of August, 2010.
Appendix ACustodian Agreement • March 1st, 2011 • Massmutual Premier Funds
As of March 1, 2011, this Appendix A forms a part of the Amended, Restated and Consolidated Custodian Agreement dated as of January 1, 2008 (the “Consolidated Agreement”) between State Street Bank and Trust Company and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of March 1, 2011, this Appendix A supersedes any previous versions of said Appendix.
January 11, 2011 State Street Bank and Trust CompanySub-Administration Agreement • March 1st, 2011 • Massmutual Premier Funds
MASSMUTUAL PREMIER FUNDS AMENDMENT NO. 28 AGREEMENT AND DECLARATION OF TRUSTAgreement and Declaration of Trust • March 1st, 2011 • Massmutual Premier Funds
The undersigned, being at least a majority of the Trustees of MassMutual Premier Funds, a Massachusetts business trust, created and existing under an Agreement and Declaration of Trust dated August 1, 1994, as amended by Amendment No. 1 thereto dated May 16, 1996, Amendment No. 2 thereto dated December 17, 1997, Amendment No. 3 thereto dated April 22, 1998, Amendment No. 4 thereto dated February 12, 1999, Amendment No. 5 thereto dated February 12, 1999, Amendment No. 6 thereto dated May 12, 1999, Amendment No. 7 thereto dated October 20, 1999, Amendment No. 8 thereto dated December 21, 1999, Amendment No 9. thereto dated May 12, 2000, Amendment No. 10 thereto dated July 17, 2000, Amendment No. 11 thereto dated October 19, 2000, Amendment No. 12 thereto dated December 30, 2002, Amendment No. 13 thereto dated February 21, 2003, Amendment No. 14 thereto dated April 29, 2004, Amendment No. 15 thereto dated August 3, 2004, Amendment No. 16 thereto dated October 15, 2004, Amendment No. 17 th
January 11, 2011 State Street Bank and Trust CompanyTransfer Agency and Service Agreement • March 1st, 2011 • Massmutual Premier Funds
Schedule APrincipal Underwriter Agreement • March 1st, 2011 • Massmutual Premier Funds
As of March 1, 2011, this Schedule A forms a part of the Principal Underwriter Agreement dated as of February 23, 2006 (the “Agreement”) between MassMutual Premier Funds and MML Distributors, LLC. As of March 1, 2011, this Schedule A supercedes any previous versions of said Schedule A.
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • March 1st, 2011 • Massmutual Premier Funds
This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between Massachusetts Mutual Life Insurance Company, a Massachusetts life insurance company (the “Manager”), and MassMutual Premier Funds, a Massachusetts business trust (the “Trust”), effective as of the 1st day of March, 2011.
