0001193125-21-284177 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I • New York

This AGREEMENT made this 13th day of November, 2019, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, hereinafter referred to as “VALIC,” and ALLIANCEBERNSTEIN L.P., hereinafter referred to as the “SUB-ADVISER.’’

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AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 4 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

THIS AMENDMENT NO. 4 TO INVESTMENT SUB-ADVISORY AGREEMENT (the “Amendment”) is dated as of August 3, 2021, by and among THE VARIABLE ANNUITY LIFE INSURANCE COMPANY (“VALIC”), a Texas Corporation, and INVESCO ADVISERS, INC. (the “Sub-Adviser”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Corporation”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 2 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 2 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (“VALIC”), and PINEBRIDGE INVESTMENTS LLC (the “Sub-Adviser”).

AMENDMENT NO. 17 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT No. 17 to the INVESTMENT ADVISORY AGREEMENT (the “Amendment”) is effective as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY (“VALIC”) and VALIC COMPANY I (“VC I”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 7 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 7 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and BLACKROCK INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Subadviser”).

AMENDMENT NO. 14 TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 14 to the INVESTMENT ADVISORY AGREEMENT (the “Amendment”) is effective as of December 19, 2012, by and among THE VARIABLE ANNUITY LIFE INSURANCE COMPANY (“VALIC”) and VALIC COMPANY I (“VC I”).

AMENDMENT NO. 1 TO THE MASTER TRANSFER AGENCY AND SERVICE AGREEMENT
Master Transfer Agency and Service Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 1 to the MASTER TRANSFER AGENCY AND SERVICE AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and between the VALIC RETIREMENT SERVICES COMPANY and VALIC COMPANY I (the “Company”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 9 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 9 to the INVESTMENT SUB-ADVISORY AGREEMENT (the “Amendment”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY (“VALIC”), a Texas corporation, and SUNAMERICA ASSET MANAGEMENT, LLC (formerly, SunAmerica Asset Management Corp.), a Delaware limited liability company (the “Sub-Adviser”).

AMENDMENT NO. 4 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 4 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and GOLDMAN SACHS ASSET MANAGEMENT, L.P. (the “Subadviser”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT is dated as of August 3, 2021 by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 7 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

THIS AMENDMENT NO. 7 TO THE INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and among THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (“VALIC”), and J.P. MORGAN INVESTMENT MANAGEMENT INC., a Delaware corporation (the “Subadviser”).

AMENDMENT NO. 2 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

THIS AMENDMENT NO. 2 TO INVESTMENT SUB-ADVISORY AGREEMENT (the “Amendment”) is effective as of March 14, 2011, by and among The Variable Annuity Life Insurance Company (“VALIC”) and RCM Capital Management LLC (the “Sub-Adviser”).

AMENDED AND RESTATED ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of August 3, 2021 by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

AMENDMENT NO. 6 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 6 TO INVESTMENT SUB-ADVISORY AGREEMENT (the “Amendment”) is dated as of September 28, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas Corporation (the “Adviser”), and T. ROWE PRICE ASSOCIATES, INC. (the “Sub-Adviser”).

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AMENDMENT NO. 1 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 1 TO INVESTMENT SUB-ADVISORY AGREEMENT is dated as of October 31, 2007, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas Corporation (the “Adviser”), and BLACKROCK INVESTMENT MANAGEMENT, LLC (the “Sub-Adviser”).

FOURTH AMENDMENT TO SECURITIES LENDING AUTHORIZATION AGREEMENT BETWEEN THOSE REGISTERED INVESTMENT COMPANIES LISTED ON SCHEDULE B, ON BEHALF OF EACH SERIES OF SUCH REGISTERED INVESTMENT COMPANIES LISTED ON SCHEDULE B AND STATE STREET BANK AND TRUST...
Securities Lending Authorization Agreement • September 27th, 2021 • VALIC Co I • Massachusetts

This Fourth Amendment (this “Amendment”) dated as of May 24, 2021, is between those REGISTERED INVESTMENT COMPANIES listed on Schedule B to the Agreement (as defined below), each a registered management investment company (organized as a Maryland corporation or Delaware statutory trust) (each, a “Company”) on behalf of each series of each such Company, as listed respectively on Schedule B (each such series, a “Fund” and collectively, the “Funds”), severally and not jointly, and STATE STREET BANK AND TRUST COMPANY (“State Street”).

AMENDMENT NO. 9 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 9 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of August 3, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (“VALIC”), and WELLINGTON MANAGEMENT COMPANY LLP (the “Sub-Adviser”).

SUNAMERICA SERIES TRUST 21650 Oxnard Street, 10th Floor Woodland Hills, California 91367
Master Custodian Agreement • September 27th, 2021 • VALIC Co I

In accordance with Section 21 of the Master Custodian Agreement, dated as of January 18, 2006, by and between each registered investment company party thereto, including the Trust, and State Street Bank and Trust Company, the Trust hereby requests that your bank act as Custodian for each Fund under the terms of the Master Custodian Agreement. In connection with such request, attached is a revised Appendix A to the Master Custodian Agreement, dated as of the date hereof, reflecting the addition of each Fund.

AMENDMENT NO. 2 TO INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

THIS AMENDMENT NO. 2 TO INVESTMENT SUB-ADVISORY AGREEMENT (the “Amendment”) is dated as of September 16, 2013, by and among THE VARIABLE ANNUITY LIFE INSURANCE COMPANY (“VALIC”), a Texas Corporation, and MASSACHUSETTS FINANCIAL SERVICES COMPANY (the “Sub-Adviser”).

AMENDMENT NO. 2 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • September 27th, 2021 • VALIC Co I

This AMENDMENT NO. 2 to the INVESTMENT SUB-ADVISORY AGREEMENT (“Amendment”) is dated as of October 30, 2020, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (“VALIC”), and SUNAMERICA ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Sub-Adviser”).

ADVISORY FEE WAIVER AGREEMENT
Advisory Fee Waiver Agreement • September 27th, 2021 • VALIC Co I • New York

This ADVISORY FEE WAIVER AGREEMENT (“Agreement”) is dated as of September 28, 2021, by and between THE VARIABLE ANNUITY LIFE INSURANCE COMPANY, a Texas life insurer (the “Adviser”), and VALIC COMPANY I, a Maryland corporation (the “Company”).

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