0001193125-12-512797 Sample Contracts

TRANSAMERICA FUNDS AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 30, 2012, to the Investment Advisory Agreement dated as of November 7, 2005, as amended (the “Agreement”), between Transamerica Funds and Transamerica Asset Management, Inc.

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AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN TRANSAMERICA ASSET MANAGEMENT, INC. AND MORGAN STANLEY INVESTMENT MANAGEMENT INC.
Sub-Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 30, 2012 to the Sub-Advisory Agreement dated June 23, 2004, as amended (the “Agreement”), between Transamerica Asset Management, Inc. and Morgan Stanley Investment Management Inc. (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

TRANSAMERICA FUNDS AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 30, 2012, to the Investment Advisory Agreement dated as of September 15, 2008, as amended (the “Agreement”), between Transamerica Funds and Transamerica Asset Management, Inc.

December 11, 2012 State Street Bank and Trust Company
Master Custodian and Fund Accounting Agreement • December 21st, 2012 • Transamerica Funds
AMENDMENT #6 TO ASSET ALLOCATION MANAGEMENT AGREEMENT
Asset Allocation Management Agreement • December 21st, 2012 • Transamerica Funds

This Amendment (the “Amendment”) effective November 25, 2012 to the Asset Allocation Management Agreement (the “Agreement”) dated April 1, 2005 by and between Morningstar Associates, LLC, a Delaware limited liability company with its principal offices at 22 West Washington, Chicago, Illinois, 60602 (“Manager”) and Transamerica Asset Management, Inc. (“TAM”), a Florida corporation, investment adviser for Transamerica Funds, a Delaware statutory trust of the series type registered under the Investment Company Act of 1940 as an open-end management investment company.

AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN TRANSAMERICA ASSET MANAGEMENT, INC. AND CBRE CLARION SECURITIES, LLC
Investment Sub-Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 1, 2012 to the Investment Sub-Advisory Agreement dated July 1, 2011, as amended (the “Agreement”), between Transamerica Asset Management, Inc. and CBRE Clarion Securities, LLC (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

TRANSAMERICA FUNDS AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of October 26, 2012 to the Investment Advisory Agreement dated as of June 15, 2004, as amended (the “Agreement”), between Transamerica Funds and Transamerica Asset Management, Inc.

Transamerica Funds Transamerica Series Trust Transamerica Income Shares, Inc. Transamerica Partners Funds Group Transamerica Partners Funds Group II AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • December 21st, 2012 • Transamerica Funds • Florida

This Amended and Restated Agreement is entered into as of November 1, 2012 by Transamerica Funds, a Delaware statutory trust, Transamerica Series Trust, a Delaware statutory trust (“TST”), Transamerica Income Shares, Inc., a Maryland corporation, Transamerica Partners Funds Group, a Massachusetts business trust (“TPFG”), Transamerica Partners Funds Group II (“TPFG II”), a Massachusetts business trust (each of the foregoing entities, a “Fund” or collectively, the “Funds”), and Transamerica Fund Services, Inc. (“TFS”), a Florida corporation.

TRANSAMERICA FUNDS AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 30, 2012 to the Investment Advisory Agreement dated as of June 15, 2004, as amended (the “Agreement”), between Transamerica Funds and Transamerica Asset Management, Inc.

AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN TRANSAMERICA ASSET MANAGEMENT, INC. AND WELLINGTON MANAGEMENT COMPANY, LLP
Investment Sub-Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of September 30, 2012 to the Investment Sub-Advisory Agreement dated September 15, 2008, as amended (the “Agreement”), between Transamerica Asset Management, Inc. and Wellington Management Company, LLP (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

AMENDMENT TO SUB-ADVISORY AGREEMENT BETWEEN TRANSAMERICA ASSET MANAGEMENT, INC. AND MORGAN STANLEY INVESTMENT MANAGEMENT, INC.
Sub-Advisory Agreement • December 21st, 2012 • Transamerica Funds

THIS AMENDMENT is made as of October 26, 2012 to the Sub-Advisory Agreement dated as of June, 23 2004, as amended, between Transamerica Asset Management, Inc. and Morgan Stanley Investment Management, Inc. In consideration of the mutual covenants contained herein, the parties agree as follows:

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