0001580642-15-000802 Sample Contracts

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and PENN CAPITAL MANAGEMENT COMPANY, INC., a State of Pennsylvania Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated July 1, 2013 (the “Agreement”).

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AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and NEWFLEET ASSET MANAGEMENT, LLC., a State of Connecticut Limited Liability Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated November 1, 2013 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and WESTCHESTER CAPITAL MANAGEMENT, LLC, a State of New York Limited Liability Company (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated March 1, 2011 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and ARROWSTREET CAPITAL, LIMITED PARTNERSHIP, a State of Boston Limited Partnership (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated October 1, 2008 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and THE ITHAKA GROUP, LLC, a State of Maryland Limited Liability Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated April 1, 2014 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and CORNERSTONE REAL ESTATE ADVISERS LLC, a State of Connecticut Limited Liability Company (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated May 1, 2012 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and PIERMONT CAPITAL MANGEMENT, LLC, a State of Missouri Limited Liability Company (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated July 1, 2013 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and MELLON CAPITAL MANAGEMENT CORPORATION, a State of California Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated October 1, 2014 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and PIER CAPITAL, LLC, a State of Connecticut Limited Liability Company (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated January 1, 2009 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and HARBOR SPRINGS FINANCIAL MANAGEMENT, LLC, a State of Indiana Limited Liability Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated September 1, 2012 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and BAILARD, INC., a State of California Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated July 1, 2013 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and ROGGE GLOBAL PARTNERS PLC, a United Kingdom Public Limited Company (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated November 1, 2013 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and MARKET CONCEPTS, LLC, a State of Virginia Limited Liability Corporation (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated February 25, 2013 (the “Agreement”).

AMENDMENT TO THE SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • February 20th, 2015 • Dunham Funds

This Amendment is made effective as of the 16th day of December 2014, (the “Effective Date”) to the Sub-Advisory Agreement by and among DUNHAM & ASSOCIATES INVESTMENT COUNSEL, INC., a California corporation (the “Adviser”), DUNHAM FUNDS, a Delaware statutory trust (the “Trust”) and C.S. MCKEE, L.P., a State of Pennsylvania Limited Partnership (the “Sub-Adviser”) (each a “Party,” and together, the “Parties”) dated March 1, 2008 (the “Agreement”).

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