INVESTMENT MANAGEMENT AGREEMENT VOYA VARIABLE PORTFOLIOS, INC.Investment Management Agreement • April 28th, 2015 • Voya VARIABLE PORTFOLIOS INC • New York
AGREEMENT, effective as of November 18, 2014, between Voya Variable Portfolios, Inc. (the “Company”), a Maryland corporation, and Voya Investments, LLC (the “Adviser”), a limited liability company organized and existing under the laws of the State of Arizona (the “Agreement”).
February 9, 2015 Mary Jean Milner Managing Director BNY MellonVoya VARIABLE PORTFOLIOS INC • April 28th, 2015
FORM OF MANAGEMENT AGREEMENTManagement Agreement • April 28th, 2015 • Voya VARIABLE PORTFOLIOS INC • Delaware
February 9, 2015 Mary Jean Milner Managing Director BNY MellonVoya VARIABLE PORTFOLIOS INC • April 28th, 2015
February 9, 2015 Ms. Katherine Dinella Vice President The Bank of New York Mellon – Securities Lending One Wall Street, 17th Floor New York, NY 10286 Dear Ms. Dinella:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
Pursuant to the terms and conditions of the Securities Lending Agreement and Guaranty, dated August 7, 2003, and the Subscription Agreement for Registered Investment Companies, dated August 8, 2003, (together, the “Agreements”), we hereby notify you of the addition of VY® Goldman Sachs Bond Portfolio, Voya Retirement Solution 2060 Fund, Voya Index Solution 2060 Portfolio, and Voya Solution 2060 Portfolio (collectively, the “Funds”), each a newly established series of Voya Variable Insurance Trust, Voya Separate Portfolios Trust, Voya Partners Inc., and Voya Partners Inc., respectively, to be included on the Amended Exhibit A to the Agreements. This Amended Exhibit A supersedes the previous Amended Exhibit A dated August 6, 2014.
January 1, 2015 Mr. Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
Pursuant to the Investment Management Agreement, dated November 18, 2014, between Voya Variable Portfolios, Inc. (“VVPI”’) and Voya Investments, LLC (the “Agreement”), we hereby notify you of our intention to modify the breakpoints to the annual investment management fees for Voya International Index Portfolio, Voya Russell™ Large Cap Growth Index Portfolio, Voya Russell™ Large Cap Value Index Portfolio, Voya Russell™ Mid Cap Growth Index Portfolio, and Voya U.S. Bond Index Portfolio (collectively, the “Portfolios”), each a series of VVPI, effective on January 1, 2015, upon all of the terms and conditions set forth in the Agreement.
May 1, 2016 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258-2034 Re: Expense Limitations Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By our execution of this letter agreement, intending to be legally bound hereby, Voya Investments, LLC (“Voya Investments”), the adviser to Voya Global Value Advantage Portfolio (the “Portfolio”), agrees that Voya Investments shall, from May 1, 2016 through May 1, 2017, 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 Portfolio shall be as follows:
May 1, 2015 Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
Voya Investments, LLC (“Voya Investments”) and Voya Investment Management Co. LLC (“Voya IM”) are parties to a Sub-Advisory Agreement dated November 18, 2014 (the “Agreement”), and pursuant to the Agreement, Voya Investments has agreed to pay Voya IM an annual sub-advisory fee of 0.2475% as a percentage of average daily net assets of Voya Emerging Markets Index Portfolio (the “Portfolio”). By this letter dated May 1, 2015, Voya IM voluntarily waives a portion of the annual sub-advisory fee that it is entitled to receive as follows:
May 1, 2015 Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
Voya Investments, LLC (“Voya Investments”) and Voya Investment Management Co. LLC (“Voya IM”) are parties to a Sub-Advisory Agreement dated November 18, 2014 (the “Agreement”), and pursuant to the Agreement, Voya Investments has agreed to pay Voya IM an annual sub-advisory fee of 0.27% as a percentage of average daily net assets of Voya Australia Index Portfolio (the “Portfolio”). By this letter dated May 1, 2015, Voya IM voluntarily waives a portion of the annual sub-advisory fee that it is entitled to receive as follows:
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Russell™ Large Cap Growth Index Portfolio, Voya Russell™ Large Cap Value Index Portfolio, and Voya Russell™ Mid Cap Growth Index Portfolio (collectively, the “Portfolios”), each a series of Voya Variable Portfolios, Inc., in the amount of 0.10% per annum. By this letter, we agree to waive that fee for the period from May 1, 2015 through May 1, 2016.
May 1, 2015 Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
Voya Investments, LLC (“Voya Investments”) and Voya Investment Management Co. LLC (“Voya IM”) are parties to a Sub-Advisory Agreement dated November 18, 2014 (the “Agreement”), and pursuant to the Agreement, Voya Investments has agreed to pay Voya IM an annual sub-advisory fee of 0.27% as a percentage of average daily net assets of Voya Euro STOXX 50® Index Portfolio, Voya FTSE 100 Index® Portfolio, and Voya Japan TOPIX Index® Portfolio, each a series of Voya Variable Portfolios, Inc. (each a “Portfolio” and collectively, the “Portfolios”). By this letter dated May 1, 2015, Voya IM voluntarily waives a portion of the annual sub-advisory fee that it is entitled to receive as follows:
SUB-ADVISORY AGREEMENT VOYA VARIABLE PORTFOLIOS, INC.Sub-Advisory Agreement • April 28th, 2015 • Voya VARIABLE PORTFOLIOS INC • New York
AGREEMENT, effective as of November 18, 2014, between Voya Investments, LLC, an Arizona limited liability company (the “Manager”), and Voya Investment Management Co. LLC, a Delaware limited liability company (the “Sub-Adviser”).
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Emerging Markets Index Portfolio (the “Portfolio”), a series of Voya Variable Portfolios, Inc., in the amount of 0.25% per annum, as if the management fee specified in the Agreement were 0.40%. By this letter, we agree to waive that fee for the period from May 1, 2015 through May 1, 2016.
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Hang Seng Index Portfolio (the “Portfolio”), a series of Voya Variable Portfolios, Inc., in the amount of 0.20% per annum. By this letter, we agree to waive that fee for the period from May 1, 2015 through May 1, 2016.
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, Arizona 85258-2034 Re: Management Fee Waiver Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Voya Investments, LLC (“Voya Investments”), the Adviser to Voya Russell™ Large Cap Growth Index Portfolio and Voya Russell™ Large Cap Value Index Portfolio (together, the “Portfolios”), agrees that Voya Investments shall, from May 1, 2015 through May 1, 2016, waive all or a portion of its management fee and/or reimburse expenses in amounts necessary so that after such waivers and/or reimbursements, the maximum total operating expense ratios, excluding acquired fund fees and expenses, of the Portfolios shall be as follows:
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Australia Index Portfolio (the “Portfolio”), a series of Voya Variable Portfolios, Inc., in the amount of 0.35% per annum, as if the management fee specified in the Agreement were 0.35%. By this letter, we agree to waive that fee for the period from May 1, 2015 through May 1, 2016.
March 6, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258-2034 Re: Expense Limitations Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By our execution of this letter agreement, intending to be legally bound hereby, Voya Investments, LLC (“Voya Investments”), the adviser to Voya Global Value Advantage Portfolio (the “Portfolio”), agrees that Voya Investments shall, from the close of business on March 6, 2015 through May 1, 2016, subject to shareholder approval of the reorganization of Voya Global Resources Portfolio with and into the Portfolio, 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 Portfolio shall be as follows:
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Index Plus LargeCap Portfolio, Voya Index Plus MidCap Portfolio, Voya Index Plus SmallCap Portfolio, and Voya Small Company Portfolio (collectively, the “Portfolios”), each a series of Voya Variable Portfolios, Inc. By this letter, we agree to waive that fee for the period from May 1, 2015 through January 1, 2017.
EXPENSE LIMITATION AGREEMENT VOYA VARIABLE PORTFOLIOS, INC.Expense Limitation Agreement • April 28th, 2015 • Voya VARIABLE PORTFOLIOS INC
This EXPENSE LIMITATION AGREEMENT (this “Agreement”), is effective November 18, 2014, by and between Voya Investments, LLC (the “Investment Manager”) and Voya Variable Portfolios, Inc. (the “Registrant”). The Registrant is a series fund investment company, and is entering into this Agreement on behalf of, and this Agreement shall apply to, each series of the Registrant set forth on Schedule A hereto (each a “Fund,” collectively the “Funds”), as such schedule may be amended from time to time to add or delete series.
May 1, 2015 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By this letter dated May 1, 2015, we have agreed to waive a portion of the management fee payable to us under the Investment Management Agreement, dated November 18, 2014, as amended and restated on May 1, 2015, between Voya Investments, LLC and Voya Variable Portfolios, Inc. (the “Agreement”), with respect to Voya Euro STOXX 50® Index Portfolio, Voya FTSE 100 Index® Portfolio, and Voya Japan TOPIX Index® Portfolio (collectively, the “Portfolios”), each a series of Voya Variable Portfolios, Inc., in the amount of 0.35% per annum, as if the management fee specified in the Agreement were 0.35%. By this letter, we agree to waive that fee for the period from May 1, 2015 through May 1, 2016.
November 18, 2014 Voya Variable Portfolios, Inc. Suite 100 Scottsdale, AZ 85258-2034 Re: Expense Limitations Ladies and Gentlemen:Voya VARIABLE PORTFOLIOS INC • April 28th, 2015
By our execution of this letter agreement, intending to be legally bound hereby, Voya Investments, LLC (“VIL”), the adviser to Voya International Index Portfolio (the “Portfolio”), agrees that VIL shall, from November 18, 2014 through May 1, 2016, 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 Portfolio shall be as follows:
