0001193125-15-161560 Sample Contracts

RESTATED INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • April 30th, 2015 • Northwestern Mutual Series Fund Inc • Delaware

THIS RESTATED INVESTMENT SUB-ADVISORY AGREEMENT (“Agreement”) is made as of this 26th day of February, 2015, by and between Mason Street Advisors, LLC, a Delaware limited liability company (the “Adviser”) and Wellington Management Company LLP, a Delaware limited liability partnership (the “Sub-Adviser”).

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NORTHWESTERN MUTUAL SERIES FUND, INC.
Agreement to Pay or Reimburse Certain Expenses • April 30th, 2015 • Northwestern Mutual Series Fund Inc

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

NORTHWESTERN MUTUAL SERIES FUND, INC.
Investment Advisory Fee Waiver Agreement • April 30th, 2015 • Northwestern Mutual Series Fund Inc

This letter constitutes an agreement between Mason Street Advisors, LLC (“MSA”) and Northwestern Mutual Series Fund, Inc. (“Series Fund”) regarding the investment advisory fee for each of the Series Fund portfolios set forth below (each, a “Portfolio”). MSA agrees to waive, from May 1, 2015 through April 30, 2016 (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 • April 30th, 2015 • Northwestern Mutual Series Fund Inc

THIS AMENDMENT is made as of the 26th day of February, 2015, by and between Mason Street Advisors, LLC (the “Adviser”) and T. Rowe Price Associates, Inc. (the “Sub-Adviser”).

AMENDMENT TO AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • April 30th, 2015 • Northwestern Mutual Series Fund Inc

THIS AMENDMENT is effective as of the 1st day of January, 2015, by and between Mason Street Advisors, LLC (the “Adviser”) and Pacific Investment Management Company LLC, a Delaware limited liability company (the “Sub-Adviser”).

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