0001193125-14-457132 Sample Contracts

SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT, LLC AND RIVER ROAD ASSET MANAGEMENT, LLC
Sub-Investment Advisory Agreement • December 30th, 2014 • Aston Funds

SUB-INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made this 30th day of June, 2014 by and between ASTON ASSET MANAGEMENT, LLC (hereinafter referred to as the “Investment Adviser”) and RIVER ROAD ASSET MANAGEMENT, LLC (hereinafter referred to as the “Subadviser”), which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

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SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT, LLC AND SILVERCREST ASSET MANAGEMENT GROUP LLC
Sub-Investment Advisory Agreement • December 30th, 2014 • Aston Funds • Delaware

SUB-INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made this 30th day of May, 2014 by and between ASTON ASSET MANAGEMENT, LLC (hereinafter referred to as the “Investment Adviser”) and SILVERCREST ASSET MANAGEMENT GROUP LLC (hereinafter referred to as the “Subadviser”), which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT, LLC AND DOUBLELINE CAPITAL LP
Sub-Investment Advisory Agreement • December 30th, 2014 • Aston Funds • Delaware

SUB-INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made this 30th day of May, 2014 by and between ASTON ASSET MANAGEMENT, LLC (hereinafter referred to as the “Investment Adviser”) and DOUBLELINE CAPITAL LP (hereinafter referred to as the “Subadviser”), which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

SUB-INVESTMENT ADVISORY AGREEMENT BETWEEN ASTON ASSET MANAGEMENT, LLC AND LAKE PARTNERS, INC.
Sub-Investment Advisory Agreement • December 30th, 2014 • Aston Funds • Delaware

SUB-INVESTMENT ADVISORY AGREEMENT (the “Agreement”) made this 30th day of May, 2014 by and between ASTON ASSET MANAGEMENT, LLC (hereinafter referred to as the “Investment Adviser”) and LAKE PARTNERS, INC. (hereinafter referred to as the “Subadviser”), which Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one instrument.

Amendment To Transfer Agency Services Agreement
Transfer Agency Services Agreement • December 30th, 2014 • Aston Funds

This Amendment To Transfer Agency Services Agreement, dated as of December 19, 2014 (“Amendment”), is being entered into by and between BNY Mellon Investment Servicing (US) Inc. (“BNYM”) and Aston Funds (the “Fund”) and the Portfolios of the Fund.

AMENDMENT TO CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • December 30th, 2014 • Aston Funds • Delaware

This Amendment (“Amendment”) is made as of the 1st day of January, 2015, by and between Aston Funds (formerly, ABN AMRO) (the “Fund”) and The Bank of New York Mellon (assigned from PFPC Trust Company) (“BNY Mellon”).

ADVISORY AND SUBADVISORY FEE WAIVER AGREEMENT
Advisory and Subadvisory Fee Waiver Agreement • December 30th, 2014 • Aston Funds

This letter agreement confirms certain agreements by Aston Asset Management, LP (the “Adviser”), DoubleLine Capital LP (the “Sub-Adviser”) and the Trust with respect to the Fund.

AMENDED AND RESTATED EXHIBIT A TO THE SUB-ADMINISTRATION AND ACCOUNTING SERVICES AGREEMENT
Sub-Administration and Accounting Services Agreement • December 30th, 2014 • Aston Funds

THIS EXHIBIT A, amended and restated effective as of December 19, 2014, is the Exhibit A to that certain Sub-Administration and Accounting Services Agreement dated as of April 1, 2000, as amended, between BNY Mellon Investment Servicing (US) Inc. and Aston Asset Management, LLC. This Exhibit A supersedes all previous forms of Exhibit A.

REVISED SCHEDULE A TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • December 30th, 2014 • Aston Funds

THIS SCHEDULE A, dated December 19, 2014, is revised Schedule A to that certain Distribution Agreement dated as of April 1, 2012, between Aston Funds and Foreside Funds Distributors LLC (formerly known as BNY Mellon Distributors, Inc). This Schedule A is revised for the addition of ASTON/Fairpointe Focused Equity Fund and ASTON/TAMRO International Small Cap Fund. This Schedule A supersedes all previous forms of Schedule A.

Exhibit A To Rule 17f-5 and Rule 17f-7 Letter Agreement
Rule 17f-5 and Rule 17f-7 Letter Agreement • December 30th, 2014 • Aston Funds

This Exhibit A, amended and restated effective as of December 19, 2014, is the Exhibit A to that certain Rule 17f-5 and Rule 17f-7 Letter Agreement dated April 11, 2011, as amended, between Aston Funds and The Bank of New York Mellon. This Exhibit A shall supersede all previous forms of this Exhibit A.

Aston Funds
Expense Reimbursement Agreement • December 30th, 2014 • Aston Funds
AMENDED AND RESTATED EXHIBIT A TO THE CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • December 30th, 2014 • Aston Funds

THIS EXHIBIT A, amended and restated effective as of December 19, 2014, is the Exhibit A to that certain Custodian Services Agreement dated as of May 5, 2003, as amended, between The Bank of New York Mellon, assignee to PFPC Trust Company, and Aston Funds (f/k/a ABN AMRO Funds). This Exhibit A shall supersede all previous forms of this Exhibit A.

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