0001193125-22-271691 Sample Contracts

RULE 12d1-4 INVESTMENT AGREEMENT
Rule 12d1-4 Investment Agreement • October 28th, 2022 • Nuveen Investment Trust Ii • Illinois

THIS RULE 12d1-4 INVESTMENT AGREEMENT (the “Agreement”), dated as of January 21, 2022 (the “Effective Date”), is made by and between each registered investment company (each, a “Registrant”), on behalf of each series of each such Registrant listed on Schedule A or Schedule B hereto, or if the relevant Registrant has no series, then the relevant Registrant (as applicable, each an “Acquiring Fund” or “Acquired Fund” pursuant to the applicable schedule), each severally and not jointly.

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AMENDED AND RESTATED INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • October 28th, 2022 • Nuveen Investment Trust Ii • Illinois

AGREEMENT effective as of this 31st day of December 2021 by and between Nuveen Fund Advisors, LLC, a Delaware limited liability company and a registered investment adviser (“Manager”), and Nuveen Asset Management, LLC, a Delaware limited liability company and a registered investment adviser (“NAM” or “Sub-Adviser”).

RULE 12d1-4 FUNDS OF FUNDS INVESTMENT AGREEMENT FOR TIAA-CREF FUNDS OF FUNDS AS ACQUIRING FUNDS AND NUVEEN FUNDS/ETFS AS ACQUIRED FUNDS
Funds of Funds Investment Agreement • October 28th, 2022 • Nuveen Investment Trust Ii

THIS AGREEMENT is entered into as of January 19, 2022, among TIAA-CREF Funds (the “Acquiring Trust”), on behalf of itself and its separate series listed on Schedule A, as amended from time to time, severally and not jointly (each an “Acquiring Fund” and collectively, the “Acquiring Funds”), and Nuveen Multistate Trust I, Nuveen Multistate Trust II, Nuveen Multistate Trust III, Nuveen Multistate Trust IV, Nuveen Municipal Trust, Nuveen Investment Funds, Inc., Nuveen Investment Trust, Nuveen Investment Trust II, Nuveen Investment Trust III, Nuveen Investment Trust V, Nuveen Managed Accounts Portfolios Trust and NuShares ETF Trust (each an “Acquired Trust” and collectively, the “Acquired Trusts”), each on behalf of itself and its separate series listed on Schedule B, as amended from time to time or as such additional series are deemed to be added in the future, severally and not jointly (each, an “Acquired Fund” and collectively, the “Acquired Funds”).

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