0001193125-15-405650 Sample Contracts

DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • December 17th, 2015 • Bernstein Fund Inc

AGREEMENT made as of December __, 2015 between Bernstein Fund, Inc., a Maryland corporation (the “Fund”), on behalf of each of its series listed on Schedule I hereto (each, a “Portfolio”), and ALLIANCEBERNSTEIN INVESTMENTS, INC., a Delaware corporation (the “Underwriter”).

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BERNSTEIN FUND, INC. DISTRIBUTION AGREEMENT
Distribution Agreement • December 17th, 2015 • Bernstein Fund Inc • New York

AGREEMENT dated as of December __, 2015 between BERNSTEIN FUND, INC., a Maryland corporation (the “Fund”), on behalf of the SCB Classes of the International Strategic Equities Portfolio, the International Small Cap Portfolio and the Small Cap Core Portfolio, and SANFORD C. BERNSTEIN & CO., LLC, a Delaware Limited Liability Company (the “Distributor”).

EXPENSE LIMITATION AGREEMENT ALLIANCEBERNSTEIN L.P. New York, New York 10105
Expense Limitation Agreement • December 17th, 2015 • Bernstein Fund Inc • New York
BERNSTEIN FUND, INC. SHAREHOLDER SERVICING AGREEMENT
Shareholder Servicing Agreement • December 17th, 2015 • Bernstein Fund Inc • New York

SHAREHOLDER SERVICING AGREEMENT, dated as of December , 2015, between BERNSTEIN FUND, INC., a Maryland Corporation (the “Fund”), on behalf of the portfolios of the Fund (the “Portfolios”) and the classes of the Portfolios listed on attached Appendix A, as such appendix may be amended from time to time, and ALLIANCEBERNSTEIN L.P., a Delaware limited partnership (“AB”).

INVESTMENT ADVISORY FEE WAIVER AGREEMENT ALLIANCEBERNSTEIN L.P. New York, New York 10105
Investment Advisory Fee Waiver Agreement • December 17th, 2015 • Bernstein Fund Inc • New York
TRANSFER AGENCY AGREEMENT BETWEEN BERNSTEIN FUND, INC. AND ALLIANCEBERNSTEIN INVESTOR SERVICES, INC.
Transfer Agency Agreement • December 17th, 2015 • Bernstein Fund Inc • New York

This Agreement, dated , 2015, is between BERNSTEIN FUND, INC., a Maryland corporation and an open=end investment company registered with the United States Securities and Exchange Commission (the “SEC”) under the Investment Company Act of 1940, as amended, (the “1940 Act”) having its principal place of business at 1345 Avenue of the Americas, New York, New York 10105 (the “Fund”) on behalf of each of its series listed on Schedule 3 hereto (each, a Portfolio), and ALLIANCEBERNSTEIN INVESTOR SERVICES, INC. with a place of business at 8000 IH 10 W, 4th Floor, San Antonio, Texas 78230 (“ABIS”).

INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT ENTERED INTO BETWEEN ALLIANCEBERNSTEIN L.P. AND BERNSTEIN FUND, INC.
Investment Advisory and Management Agreement • December 17th, 2015 • Bernstein Fund Inc • New York

This Investment Advisory Agreement (the “Agreement”) is entered into as of , 2015 by and between Bernstein Fund, Inc. (the “Fund”), a corporation duly organized and existing under the laws of the State of Maryland on behalf of the portfolios listed on Annex A hereto (each, a “Portfolio” and, together, the “Portfolios”) and AllianceBernstein, a limited partnership duly organized and existing under the laws of the State of Delaware (the “Adviser”).

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