0001193125-14-023961 Sample Contracts

Exhibit (d)(3)(b) TRANSPARENT VALUE TRUST AMENDMENT TO SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • January 28th, 2014 • Transparent Value Trust

THIS AMENDMENT (this “Amendment”) is made as of January 28, 2014 by and between, GUGGENHEIM PARTNERS INVESTMENT MANAGEMENT, LLC (“GPIM”) and TRANSPARENT VALUE ADVISORS, LLC (“TVA”).

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TRANSPARENT VALUE TRUST AMENDMENT TO TRANSFER AGENCY AND SERVICES AGREEMENT
Transfer Agency and Services Agreement • January 28th, 2014 • Transparent Value Trust

WHEREAS, ALPS and the Trust have entered into a Transfer Agency and Services Agreement dated April 1, 2010, as amended January 28, 2011, June 11, 2012 and January 28, 2013 (the “Agreement”);

TRANSPARENT VALUE TRUST AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • January 28th, 2014 • Transparent Value Trust

WHEREAS, ALPS and the Trust have entered into a Distribution Agreement dated November 1, 2011, as amended June 11, 2012 and January 28, 2013 (the “Agreement”);

Exhibit (d)(2)(b) TRANSPARENT VALUE TRUST SECOND AMENDMENT TO EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • January 28th, 2014 • Transparent Value Trust

THIS SECOND AMENDMENT (this “Second Amendment”) is made as of January 28, 2014 by and between Guggenheim Partners Investment Management, LLC (“GPIM”) and Transparent Value Trust (the “Trust”).

TRANSPARENT VALUE TRUST AMENDMENT TO ADMINISTRATION, BOOKEEPING AND PRICING SERVICES AGREEMENT
Services Agreement • January 28th, 2014 • Transparent Value Trust

WHEREAS, ALPS and the Trust have entered into an Administration, Bookkeeping and Pricing Services Agreement dated April 1, 2010, as amended January 28, 2011, June 11, 2012 and January 28, 2013 (the “Agreement”);

Exhibit (d)(1)(b) TRANSPARENT VALUE TRUST AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • January 28th, 2014 • Transparent Value Trust

THIS AMENDMENT (this “Amendment”) is made as of January 28, 2014 by and between Guggenheim Partners Investment Management, LLC (“GPIM”) and Transparent Value Trust (the “Trust”).

TRANSPARENT VALUE TRUST AMENDMENT TO TRANSFER AGENCY INTERACTIVE CLIENT SERVICES AGREEMENT
Services Agreement • January 28th, 2014 • Transparent Value Trust

WHEREAS, ALPS and the Trust have entered into a Transfer Agency Interactive Client Services Agreement dated April 1, 2010, as amended January 28, 2011, June 11, 2012 and January 28, 2013 (the “Agreement”);

TRANSPARENT VALUE TRUST AMENDMENT TO CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • January 28th, 2014 • Transparent Value Trust

WHEREAS, ALPS and the Trust have entered into a Chief Compliance Officer Services Agreement dated April 1, 2010, as amended January 28, 2011, June 11, 2012 and January 28, 2013 (the “Agreement”);

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