February 9, 2015 Mary Jean Milner Managing Director BNY MellonVoya Separate Portfolios Trust • July 29th, 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:Securities Lending Agreement and Guaranty • July 29th, 2015 • Voya Separate Portfolios Trust
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.
July 31, 2015 Mr. Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Sub-Advisory Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
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 0.225% as a percentage of average daily net assets of Voya Securitized Credit Fund (the “Fund”). By this letter dated July 31, 2015, Voya IM waives the annual sub-advisory fee that it is entitled to receive with respect to the Class P shares of the Fund as follows:
August 1, 2015 Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Sub-Advisory Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
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 0.18% as a percentage of average daily net assets of Voya Investment Grade Credit Fund (the “Fund”). By this letter dated August 1, 2015, Voya IM voluntarily waives the annual sub-advisory fee that it is entitled to receive as follows:
August 1, 2015 Voya Separate Portfolios Trust Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Management Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
By this letter dated August 1, 2015, we have agreed to waive 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 Separate Portfolios Trust (the “Agreement”), with respect to Voya Emerging Markets Corporate Debt Fund, Voya Emerging Markets Hard Currency Debt Fund, and Voya Emerging Markets Local Currency Debt Fund (each a “Fund,” and collectively, the “Funds”), each a series of Voya Separate Portfolios Trust, as if the management fee specified in the Agreement were 0.00% for each Fund.
July 31, 2015 Voya Separate Portfolios Trust Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Management Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
By this letter dated July 31, 2015, we have agreed to waive 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 Separate Portfolios Trust (the “Agreement”), with respect to Class P shares of Voya Securitized Credit Fund (the “Fund”), a series of Voya Separate Portfolios Trust. Such waiver will be in an amount equal to the management fees allocated to, and otherwise payable by, the Class P shares of the Fund, thereby reducing the post-waiver fee rate payable by the Class P shares to 0.00%.
August 1, 2015 Todd Modic Senior Vice President Voya Investments, LLC Suite 100 Scottsdale, AZ 85258 Dear Mr. Modic:Sub-Advisory Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
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 0.3825%, 0.2925%, and 0.315% as a percentage of average daily net assets of Voya Emerging Markets Corporate Debt Fund, Voya Emerging Markets Hard Currency Debt Fund, and Voya Emerging Markets Local Currency Debt Fund, respectively (each a “Fund,” and collectively, the “Funds”). By this letter dated August 1, 2015, Voya IM voluntarily waives the annual sub-advisory fee that it is entitled to receive as follows:
August 1, 2015 Voya Separate Portfolios Trust Suite 100 Scottsdale, AZ 85258 Ladies and Gentlemen:Investment Management Agreement • July 29th, 2015 • Voya Separate Portfolios Trust
By this letter dated August 1, 2015, we have agreed to waive 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 Separate Portfolios Trust (the “Agreement”), with respect to Class P shares of Voya Investment Grade Credit Fund (the “Fund”), a series of Voya Separate Portfolios Trust. Such waiver will be in an amount equal to the management fees allocated to, and otherwise payable by, the Class P shares of the Fund, thereby reducing the post-waiver fee rate payable by the Class P shares to 0.00%.
