0001193125-21-060611 Sample Contracts

THE ALGER FUNDS II FUND ADMINISTRATION AGREEMENT
Fund Administration Agreement • February 26th, 2021 • Alger Funds Ii
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AMENDMENT NO. 6 TO SHAREHOLDER ADMINISTRATIVE SERVICES AGREEMENT
Shareholder Administrative Services Agreement • February 26th, 2021 • Alger Funds Ii

WHEREAS, Each of the investment companies listed in Schedule A hereto (each, a “Fund” and collectively, the “Funds”) and Fred Alger Management, Inc. entered into a Shareholder Administrative Services Agreement dated February 28, 2005, as amended June 30, 2007, May 18, 2010, December 29, 2010, August 1, 2016, and December 28, 2017 (the “Agreement”); and

AMENDMENT TO CUSTODIAN AGREEMENT
Custodian Agreement • February 26th, 2021 • Alger Funds Ii

THIS AMENDMENT to Custodian Agreement (this “Amendment”) is dated effective as of January 4, 2021, by and between each of the management investment companies (each, the “Fund”) set forth on Exhibit 1 hereto registered with the Securities and Exchange Commission under the Investment Company Act of 1940 acting on behalf of their respective series or portfolios thereof, if any (each a “Portfolio”) and Brown Brothers Harriman & Co. (“BBH&Co.”).

AMENDMENT TO AMENDED AND RESTATED DISTRIBUTION AGREEMENT OF THE ALGER FUNDS II
Distribution Agreement • February 26th, 2021 • Alger Funds Ii

WHEREAS, Fred Alger & Company, Incorporated and The Alger Funds II (the “Trust”) entered into a distribution agreement dated February 12, 1996 (as amended, supplemented and/or restated to date, the “Agreement”) to distribute shares of beneficial interest of each series of the Trust; and

AMENDMENT TO SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • February 26th, 2021 • Alger Funds Ii

WHEREAS, Fred Alger Management, Inc. and Weatherbie Capital, LLC (“Weatherbie”) entered into a sub-investment advisory agreement dated March 1, 2017 (as amended, supplemented and/or restated to date, the “Agreement”) for Weatherbie to provide certain sub-investment advisory services to certain series (collectively, the “Series”) of each of The Alger Funds, The Alger Funds II and The Alger Portfolios; and

AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 26th, 2021 • Alger Funds Ii

WHEREAS, Fred Alger Management, Inc. and The Alger Funds II (the “Trust”) entered into an investment advisory agreement dated November 2, 2009 (as amended, supplemented and/or restated to date, the “Agreement”) to provide certain investment advisory services to the Trust and each of its series (the “Funds”); and

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