0001193125-11-107904 Sample Contracts

Contract
Securities Lending Agreement • April 25th, 2011 • Ing Strategic Allocation Portfolios Inc

Pursuant to the terms and conditions of the Securities Lending Agreement and Guaranty dated August 7, 2003 and the Subscription Agreement dated August 8, 2003 (the “Agreements”), we hereby notify you of the addition of ING Australia Index Portfolio (the “Portfolio”), a newly established series of ING Variable Portfolios, Inc., to be included on the Amended Exhibit A to the Agreements. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 1, 2011, and is attached hereto.

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Contract
Ing Strategic Allocation Portfolios Inc • April 25th, 2011

Pursuant to the terms and conditions of the Custody Agreement, Foreign Custody Manager Agreement, Fund Accounting Agreement, Custody & Fund Accounting Fee Schedule, and Global Securities Fee Schedule, each dated January 6, 2003, the Cash Reserve Agreement dated March 31, 2003, and the Letter of Instruction and Indemnification Agreement In Connection With Signature Guarantees and Signature Verifications dated January 12, 2011 (collectively, the “Agreements”), we hereby notify you of the addition of ING Emerging Markets High Dividend Equity Fund (the “Fund”), effective April 26, 2011, to be included on the Amended Exhibit A to the Agreements as shown. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 28, 2011.

Contract
Ing Strategic Allocation Portfolios Inc • April 25th, 2011

Pursuant to the terms and conditions of the Custody Agreement, Foreign Custody Manager Agreement, Fund Accounting Agreement, Custody & Fund Accounting Fee Schedule, and Global Securities Fee Schedule, each dated January 6, 2003, the Cash Reserve Agreement dated March 31, 2003, and the Letter of Instruction and Indemnification Agreement In Connection With Signature Guarantees and Signature Verifications dated January 12, 2011 (collectively, the “Agreements”), we hereby notify you of the addition of ING Emerging Markets High Dividend Equity Fund (the “Fund”), effective April 26, 2011, to be included on the Amended Exhibit A to the Agreements as shown. This Amended Exhibit A supersedes the previous Amended Exhibit A dated February 28, 2011.

AMENDMENT TO TRANSFER AGENCY SERVICES AGREEMENT
Transfer Agency Services Agreement • April 25th, 2011 • Ing Strategic Allocation Portfolios Inc

This Amendment, effective as of February 8, 2011, amends the Transfer Agency Agreement (the “Agreement”) dated the 25th day of February, 2009, by and between PNC Global Investment Servicing (U.S.) Inc., now known as BNY Mellon Investment Servicing (US) Inc. , a Massachusetts corporation (“BNYM”), and each of the registered investment companies (each, a “Fund”) on behalf of all series thereof (each, a “Portfolio”) listed on Exhibit “A” of the Agreement, as amended from time to time.

Contract
Ing Strategic Allocation Portfolios Inc • April 25th, 2011

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, ING Investments, LLC (“IIL”), the Adviser to ING Capital Allocation Fund, formerly, ING Strategic Allocation Conservative Fund, a series of ING Series Fund, Inc., and ING Strategic Allocation Conservative Portfolio, ING Strategic Allocation Growth Portfolio, and ING Strategic Allocation Moderate Portfolio, each a Series of ING Strategic Allocation Portfolios, Inc. (collectively, the “Funds”), agrees that IIL shall, from April 4, 2011 through and including April 4, 2012, waive all or a portion of its investment management fee and/or reimburse expenses in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratios of the Funds shall be reflected as below:

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