0001683863-23-001799 Sample Contracts

PRUDENTIAL GOVERNMENT MONEY MARKET FUND, INC. PGIM Core Government Money Market Fund MANAGEMENT AGREEMENT
Management Agreement • March 6th, 2023 • Prudential Government Money Market Fund, Inc.

Agreement made the 1st day of March, 2023, between Prudential Government Money Market Fund, Inc., a Maryland corporation (the Corporation), on behalf of its series, the PGIM Core Government Money Market Fund (the Fund), and PGIM Investments LLC, a New York limited liability company (the Manager).

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SUBADVISORY AGREEMENT
Subadvisory Agreement • March 6th, 2023 • Prudential Government Money Market Fund, Inc.

Subadvisory Agreement made as of this 1st day of March, 2023 (the Agreement), between PGIM Investments LLC (PGIM Investments or the Manager), a New York limited liability company, and PGIM, Inc. (PGIM or the Subadviser), a New Jersey corporation.

AMENDMENT TO CUSTODY AGREEMENT
Custody Agreement • March 6th, 2023 • Prudential Government Money Market Fund, Inc.

Amendment made as of March 1, 2023 (the “Effective Date”) to that certain Custody Agreement dated as of November 7, 2002, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (each, a “Fund”) and The Bank of New York Mellon (formerly, The Bank of New York) (“Custodian”) (such Custody Agreement, as amended, hereinafter referred to as the “Custody Agreement”). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Custody Agreement.

AMENDMENT
Transfer Agency and Service Agreement • March 6th, 2023 • Prudential Government Money Market Fund, Inc.

AMENDMENT made as of March 1, 2023 to that certain Amended and Restated Transfer Agency and Service Agreement made as of May 29, 2007 (the “TA Agreement”), between each of the investment companies listed in Exhibit A hereto including any series thereof (the “Fund”) and Prudential Mutual Fund Services LLC (“PMFS”). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the TA Agreement.

AMENDMENT
Fund Administration and Accounting Agreement • March 6th, 2023 • Prudential Government Money Market Fund, Inc.

Amendment made as of March 1, 2023 to that certain Fund Administration and Accounting Agreement dated as of February 3, 2006, as amended from time to time, between each Fund listed on the attached Schedule A thereto, including any series thereof (collectively, the “Funds”) and The Bank of New York Mellon (formerly, The Bank of New York) (“BNY”) (such Fund Administration and Accounting Agreement, as amended, hereinafter referred to as the “Accounting Agreement”). Capitalized terms not otherwise defined herein shall have the meaning assigned to them pursuant to the Accounting Agreement.

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