0001193125-13-071555 Sample Contracts

MASON STREET ADVISORS, LLC
Investment Advisory Fee Waiver Agreement • February 22nd, 2013 • Northwestern Mutual Series Fund Inc

This letter constitutes an agreement between Mason Street Advisors, LLC (“MSA”) and Northwestern Mutual Series Fund, Inc. (“NMSF”) regarding the Investment Advisory Fee for the Money Market Portfolio (“Portfolio”), and supersedes all prior agreements between the parties relating to the same matters. MSA voluntarily agrees to waive its entire Investment Advisory Fee for the Portfolio commencing on January 1, 2013 and continuing for a period of time to be determined by MSA. The parties understand and agree that the waiver is voluntary, and that it may be rescinded in full or in part by MSA at any time, in its sole discretion, upon prior notice to the Controller of NMSF.

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INVESTMENT SUB-SUB-ADVISORY AGREEMENT
Investment Sub-Sub-Advisory Agreement • February 22nd, 2013 • Northwestern Mutual Series Fund Inc • Colorado

THIS INVESTMENT SUB-SUB-ADVISORY AGREEMENT, made this 21st day of February, 2013 (the “Sub-Sub-Advisory Agreement”), between JANUS CAPITAL MANAGEMENT LLC, a Delaware limited liability company (“Janus”) and JANUS CAPITAL SINGAPORE PTE. LIMITED, a private limited company of Singapore (“Janus Singapore”), a company existing under the laws of Singapore registered as an Investment Adviser under the Investment Advisers Act of 1940.

NORTHWESTERN MUTUAL SERIES FUND, INC.
Expense Reimbursement Agreement • February 22nd, 2013 • Northwestern Mutual Series Fund Inc

This letter constitutes an agreement between Mason Street Advisors, LLC (“MSA”) and Northwestern Mutual Series Fund, Inc. (“NMSF”) as follows:

NORTHWESTERN MUTUAL SERIES FUND, INC.
Investment Advisory Fee Waiver Agreement • February 22nd, 2013 • Northwestern Mutual Series Fund Inc

This letter constitutes an agreement between Mason Street Advisors, LLC (“MSA”) and Northwestern Mutual Series Fund, Inc. (“NMSF”) regarding the investment advisory fee for each of the NMSF portfolios set forth below (each, a “Portfolio”). MSA agrees to waive, through April 30, 2014 (unless renewed by the parties hereto), its investment advisory fee applicable to each Portfolio such that the investment advisory fee is as follows:

AMENDMENT TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • February 22nd, 2013 • Northwestern Mutual Series Fund Inc

THIS AMENDMENT is made this 21st day of February, 2013, by and between Mason Street Advisors, LLC (the “Adviser”) and Janus Capital Management LLC (the “Sub-Adviser”).

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