0001193125-19-129685 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • April 30th, 2019 • Sunamerica Series Trust • New York

This SUBADVISORY AGREEMENT is dated as of May 30, 2017 by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”), and JANUS CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Subadviser”).

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FORM OF] AMENDMENT NO. 6 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The Variable Annuity Life Insurance Company hereby amend the Shareholder Services Agreement dated as of April 1, 2015 as follows:

AMENDMENT NO. 9 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The United States Life Insurance Company in the City of New York hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 8 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The United States Life Insurance Company in the City of New York hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • April 30th, 2019 • Sunamerica Series Trust • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of November 1, 2017, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”), and SUNAMERICA SERIES TRUST (the “Trust”).

AMENDMENT NO. 3 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The Variable Annuity Life Insurance Company hereby amend the Shareholder Services Agreement dated as of April 1, 2015 as follows:

AMENDMENT NO. 2 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The Variable Annuity Life Insurance Company hereby amend the Shareholder Services Agreement dated as of April 1, 2015 as follows:

ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • April 30th, 2019 • Sunamerica Series Trust • New York

This ADVISORY FEE WAIVER AGREEMENT is dated as of December 1, 2018, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”), and SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”).

ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • April 30th, 2019 • Sunamerica Series Trust • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of February 1, 2019, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”), and SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”).

AMENDMENT NO. 4 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The Variable Annuity Life Insurance Company hereby amend the Shareholder Services Agreement dated as of April 1, 2015 as follows:

FORM OF] AMENDMENT NO. 1 TO THE SUBADVISORY AGREEMENT
Subadvisory Agreement • April 30th, 2019 • Sunamerica Series Trust

This AMENDMENT NO. 1 TO THE SUBADVISORY AGREEMENT is effective as of May 1, 2019, by and between SUNAMERICA ASSET MANAGEMENT, LLC (formerly, SUNAMERICA ASSET MANAGEMENT CORP.), a Delaware limited liability company (the “Adviser”), and FIAM LLC (formerly, Pyramis Global Advisors, LLC), a Delaware limited liability company (the “Subadviser”).

AMENDMENT NO. 8 TO SUBADVISORY AGREEMENT
Subadvisory Agreement • April 30th, 2019 • Sunamerica Series Trust

This AMENDMENT NO. 8 to the SUBADVISORY AGREEMENT is dated as of July 1, 2018, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (formerly known as, SunAmerica Asset Management Corp.) (the “Adviser”), and ALLIANCEBERNSTEIN L.P. (the “Subadviser”).

AMENDMENT NO. 7 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and American General Life Insurance Company (f/k/a SunAmerica Annuity and Life Assurance Company) hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 9 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and American General Life Insurance Company (f/k/a SunAmerica Annuity and Life Assurance Company) hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 9 TO SUBADVISORY AGREEMENT
Subadvisory Agreement • April 30th, 2019 • Sunamerica Series Trust

This AMENDMENT NO. 9 to the SUBADVISORY AGREEMENT is dated as of December 1, 2018, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (formerly known as SunAmerica Asset Management Corp.) (the “Adviser”), and ALLIANCEBERNSTEIN L.P. (the “Subadviser”).

AMENDMENT NO. 7 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and The United States Life Insurance Company in the City of New York hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

AMENDMENT NO. 1 TO THE SUBADVISORY AGREEMENT
Subadvisory Agreement • April 30th, 2019 • Sunamerica Series Trust

This AMENDMENT NO. 1 TO THE SUBADVISORY AGREEMENT is effective as of February 1, 2019, by and between SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”), and BLACKROCK INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Subadviser”).

FORM OF] EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 30th, 2019 • Sunamerica Series Trust

This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is made as of the 1st day of May, 2019, by and between SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”), and SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”).

INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT
Investment Advisory and Management Agreement • April 30th, 2019 • Sunamerica Series Trust

This INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT is dated as of January 1, 1999, as amended May 23, 2000, November 29, 2000, August 1, 2002, January 1, 2005, October 3, 2005, June 1, 2006, May 1, 2007, May 1, 2008, November 1, 2008, January 23, 2012, July 16, 2012, October 2, 2012, May 1, 2013, January 13, 2016, February 6, 2017, August 16, 2017, October 4, 2017, May 1, 2018 and May 1, 2019 between SUNAMERICA SERIES TRUST, a Massachusetts business trust (the “Trust”) and SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser” or “SAAMCo”).

AMENDMENT NO. 8 TO THE SHAREHOLDER SERVICES AGREEMENT
Shareholder Services Agreement • April 30th, 2019 • Sunamerica Series Trust

SunAmerica Series Trust and American General Life Insurance Company (f/k/a SunAmerica Annuity and Life Assurance Company) hereby amend the Shareholder Services Agreement dated as of March 7, 2011 as follows:

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