Common use of Duties of the Sub-Adviser Clause in Contracts

Duties of the Sub-Adviser. A. Investment Sub-advisory Services. Subject to the supervision of the applicable Corporation’s Board of Directors (“Board”) and the Adviser, the Sub-adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s investments as specified by the Adviser from time to time, and in accordance with the Fund’s investment objective(s), investment strategies, policies, and restrictions as provided in the Fund’s Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “Prospectus”), and such other limitations as the Fund or Adviser may impose by notice in writing to the Sub-adviser. The Sub-adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions. In furtherance of this duty, the Sub-adviser, on behalf of each Fund is authorized to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Services. Subject to the supervision of the applicable Corporation’s Board of Directors (“Board”) and the Adviser, the Sub-adviser shall act as the investment sub-adviser and shall supervise and direct each the Fund’s investments as specified by the Adviser from time to time, and in accordance with the Fund’s investment objective(s), investment strategies, policies, and restrictions as provided in the Fund’s Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “Prospectus”), and such other limitations as the Fund or Adviser may impose by notice in writing to the Sub-adviser. The Sub-adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each the Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions. In furtherance of this duty, the Sub-adviser, on behalf of each the Fund is authorized to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-Sub- adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, the FCA, and all other applicable United States, state, United Kingdom, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s Transamerica IDEX Board of Directors Trustees (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Fund in accordance with the Fund’s 's investment objective(s), investment strategiesobjective, policies, and restrictions as provided in the Fund’s Transamerica IDEX Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”"), and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose Transamerica IDEX by notice in writing to the Sub-adviserAdviser. The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each the Fund allocated to the Sub-adviser in a manner consistent with the Fund’s 's investment objective(s), investment strategiesobjective, policies, and restrictions. In furtherance of this duty, the Sub-adviserAdviser, on behalf of each the Fund, is authorized, in its discretion and without prior consultation with the Fund is authorized or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets;; and (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select. B. Additional Duties of Sub-Adviser. In addition to the above, Sub-Adviser shall: (1) furnish continuous investment information, advice and recommendations to Transamerica IDEX as to the acquisition, holding or disposition of any or all of the securities or other assets which the Fund may own or contemplate acquiring from time to time; (2) cause its officers to attend meetings of Transamerica IDEX and furnish oral or written reports, as Transamerica IDEX may reasonably require, in order to keep Transamerica IDEX and its officers and Board fully informed as to the condition of the investment securities of the Fund, the investment recommendations of the Sub-Adviser, and the investment considerations which have given rise to those recommendations; and (3) vote proxies, exercise conversion or subscription rights, furnish such statistical and respond analytical information and reports as may reasonably be required by Transamerica IDEX from time to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Advisertime. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Services. Subject to the supervision of the applicable Corporation’s Board of Directors (“Board”) and the Adviser, the Sub-adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s investments as specified by the Adviser from time to time, and in accordance with the Fund’s investment objective(s), investment strategies, policies, and restrictions as provided in the Fund’s Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “Prospectus”), and such other limitations as the Fund or Adviser may impose by notice in writing to the Sub-adviser. The Sub-adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions. In furtherance of this duty, the Sub-adviser, on behalf of each Fund is authorized to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Services. Subject to the supervision of the applicable Corporation’s Board Trustees of Directors (“Board”) the Trust and the Adviser, the Sub-adviser shall act as Adviser will: (a) manage such Fund's assets on behalf of the investment sub-adviser and shall supervise and direct each Fund’s investments as specified by the Adviser from time to time, and Fund in accordance with the Fund’s 's investment objective(s)objective, investment strategies, policies, policies and restrictions limitations as provided stated in the Fund’s 's then current Prospectus (the "Prospectus") and Statement of Additional InformationInformation (the "Statement"), and the Trust's Amended and Restated Declaration of Trust dated January 18, 1995 and Amended and Restated By-Laws, each as currently in effect and as amended or supplemented from time to time in effect (hereinafter referred to respectively, the "Declaration" and the "By-Laws") and in compliance with the 1940 Act and the rules, regulations and orders thereunder; (b) make investment decisions for the Fund; (c) place purchase and sale orders for portfolio transactions for the Fund; (d) manage otherwise uninvested cash assets of the Fund; (e) as the “Prospectus”)agent of the Fund, give instructions (including trade tickets) to the custodian and such other limitations as any sub-custodian of the Fund as to deliveries of securities, transfers of currencies and payments of cash for the account of the Fund (the Sub-Adviser shall promptly notify the Adviser of such instructions); (f) employ professional portfolio managers to provide research services to the Fund; (g) attend periodic meetings of the Board of Trustees of the Trust and (h) obtain all the registrations, qualifications and consents, on behalf of the Fund, which are necessary for the Fund to purchase and sell assets in each jurisdiction (other than the United States) in which the Fund's assets are to be invested (the Sub-Adviser shall promptly provide the Adviser with copies of any such registrations, qualifications and consents). In providing these services, the Sub-Adviser will furnish continuously an investment program with respect to the Fund's assets. The Sub-Adviser shall be responsible for monitoring the Fund's compliance with the Prospectus, the Statement, the Declaration, the By-Laws and the 1940 Act and the rules, regulations and orders thereunder and in monitoring such compliance the Sub-Adviser shall do so in the functional currency of the Fund. The Adviser agrees to provide the Sub-Adviser with such assistance as may be reasonably requested by the Sub-Adviser in connection with its activities under this Agreement, including, without limitation, information concerning the Fund, its funds available, or to become available, for investment and generally as to the conditions of the Fund's affairs. From time to time the Adviser will notify the Sub-Adviser of the aggregate U.S. Dollar amount of the Fund's assets. The Adviser will have responsibility for exercising proxy, consent and other rights pertaining to the Fund's portfolio securities; provided, however, that the Sub-Adviser will, as requested, make recommendations to the Adviser as to the manner in which such proxy, consent and other rights shall be exercised. Should the Trustees of the Trust or the Adviser at any time make any determination as to investment policy and notify the Sub-Adviser thereof in writing, the Sub-Adviser shall be bound by such determination for the period, if any, specified in such notice or until notified that such determination has been revoked. Further, the Adviser or the Trustees of the Trust may impose by at any time, upon written notice in writing to the Sub-adviser. The Sub-adviser shall obtain and evaluate such information relating to Adviser, suspend or restrict the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge right of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with Adviser to determine what assets of the Fund shall be purchased or sold and what portion, if any, of the Fund’s investment objective(s), investment strategies, policies, and restrictions's assets shall be held uninvested. In furtherance of this duty, It is understood that the Adviser undertakes to discuss with the Sub-adviser, Adviser any such determinations of investment policy and any such suspension or restrictions on behalf the right of each Fund is authorized to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxiesAdviser to determine what assets of the Fund shall be purchased or sold or held uninvested, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect prior to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviserimplementation thereof. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment SubINVESTMENT SUB-advisory ServicesADVISORY SERVICES. Subject to the supervision of the applicable Corporation’s Company's Board of Directors (“the "Board”") and the Adviser, the Sub-adviser Adviser shall act as the investment subSub-adviser Adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Portfolio in accordance with the Fund’s its investment objective(s), investment strategiesobjectives, policies, and restrictions as provided in the Fund’s Company's Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”"), and such other limitations as the Fund or Adviser Company may impose by notice in writing to the Sub-adviserAdviser. The Sub-adviser Adviser (1) shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and individual securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser Portfolio in a manner consistent with the Fund’s each Portfolio's investment objective(s), investment strategiesobjective, policies, and restrictions, (2) manage each Portfolio so that it meets the income and asset diversification requirements of Section 851 of the Internal Revenue Code of 1986, as amended (the "Code"), (3) manage each Portfolio so that no action or omission on the part of the Sub-Adviser shall cause a Portfolio to fail to comply with the diversification requirements of Section 817(h) of the Code, and the regulations issued thereunder, and (4) manage each Portfolio in compliance with the requirements applicable to registered investment companies under applicable laws and those requirements applicable to both regulated investment companies and segregated asset accounts under Subchapters M and L of the "Code". In furtherance of this dutyTo implement its duties, the Sub-adviser, on behalf of each Fund Adviser is hereby authorized to: (1i) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets;assets on behalf of each Portfolio; and (2ii) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Services. Subject to the supervision of the applicable Corporation’s Board of Directors (“Board”a) and the Adviser, The Adviser hereby appoints the Sub-adviser shall Adviser to act as the a non-discretionary investment sub-adviser by providing investment advice and services, as described below, to the Adviser in regard to the Adviser’s management of the Fund, subject to the broad supervision of the Adviser and the Fund, for the period and on the terms and conditions set forth in this Agreement. The Sub-Adviser hereby accepts such employment and agrees during such period, at its own expense, to render, or arrange for the rendering of, such services and to assume the obligations herein set forth for the compensation provided for herein. The Sub-Adviser and its affiliates shall supervise for all purposes herein each be deemed to be an independent contractor and direct each shall, unless otherwise expressly provided or authorized, have no authority to act for or represent the Fund in any way or otherwise be deemed an agent of the Fund. The Sub-Adviser shall be responsible for providing ongoing investment advice and services to the Adviser in respect of the Fund’s investments investments, including, but not limited to: (i) providing investment recommendations in respect of the Fund’s Underlying Funds Strategy (as specified by defined in the Adviser Fund’s confidential private placement memorandum (as may be amended or otherwise modified from time to time, the “Memorandum”)); (ii) providing allocation recommendations and deploying commitment and over-commitment models and strategies in accordance with respect of the Fund’s Lending Strategy (as defined in the Memorandum); (iii) identifying and managing portfolio risk through tracking commitments, capital calls, distribution variations, and valuations, among other factors; (iv) identifying investment opportunities resulting from fundamental financial analysis and initial due diligence performed on investments (actual or contemplated); and (v) tracking and monitoring the continuing operations, management, financial condition and other pertinent details and information and conducting ongoing due diligence as to Fund allocations of assets in respect of the Fund’s Underlying Funds Strategy. All of the foregoing is subject always to the restrictions of the Fund’s Limited Liability Company Agreement, as it may be amended and/or restated from time to time and as provided to the Sub-Adviser by the Adviser, the provisions of the Investment Company Act of 1940, as amended (the “1940 Act”), and the statements relating to the Fund’s investment objective(s), investment strategies, policies, policies and investment restrictions as provided the same are set forth in the Memorandum, as well as to the supervision of the Adviser and the Board of Directors of the Fund (the “Board”). (b) The Sub-Adviser will not hold money on behalf of the Adviser or the Fund, nor will the Sub-Adviser be the registered holder of the registered investments of the Adviser or the Fund or be the custodian of documents or other evidence of title. (c) Unless otherwise instructed by the Adviser or the Board, the Sub-Adviser shall not have the power, discretion or responsibility to execute subscriptions or other documentation effecting investments for the Fund, or to place orders for other securities transactions on behalf of the Fund. Instead, the Adviser will exercise such discretion as to subscriptions, investments and other trading activity necessary to implement the Fund’s Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “Prospectus”), and such other limitations as the Fund or Adviser may impose by notice in writing to the Sub-adviserinvestment program strategy. The Sub-adviser shall obtain and evaluate such information relating Adviser will use its best efforts to cooperate with the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful Adviser in the discharge support of its obligations hereunder and shall formulate and efforts to implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions. In furtherance of this duty, the program. (d) The Sub-adviserAdviser may, on behalf of each Fund is authorized to: where reasonable, employ agents (1including affiliates) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary administrative, dealing or ancillary services required to enable the Sub-adviser Adviser to carry out perform its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment (a) The Sub-advisory Services. Subject Adviser shall, subject to the supervision of direction and control by the applicable CorporationTrust’s Board of Directors Trustees or MassMutual, (“Board”i) regularly provide investment advice and recommendations to the Fund, directly or through MassMutual, with respect to the Fund’s investments, investment policies and the Adviserpurchase, sale or other disposition of securities and other investments; (ii) supervise and monitor continuously the investment program of the Fund and the composition of its portfolio and determine what securities or other investments shall be purchased or sold by the Fund; (iii) arrange, subject to the provisions of Section 7 hereof, for the purchase of securities and other investments for the Fund and the sale of securities and other investments held in the portfolio of the Fund; (iv) acknowledge the receipt of brokers’ risk disclosure statements, electronic trading disclosure statements and similar disclosures; (v) provide reports on the foregoing to the Board of Trustees at each Board meeting; (vi) vote or exercise any proxies or other consent rights with respect to such securities or investments; and (vii) exercise rights, options, warrants, conversion privileges, and redemption privileges, and to tender securities pursuant to a tender offer. The Sub-Adviser further shall have authority to instruct MassMutual to: (i) pay cash for securities and other property delivered for the Fund; (ii) deliver or accept delivery of, upon receipt of payment or payment upon receipt of, securities, commodities or other property underlying any futures or options contracts, and other property purchased or sold for the Fund; and (iii) deposit margin or collateral which shall include the transfer of money, securities or other property to the extent necessary to meet the obligations of the Fund with respect to any investments made for the Fund. The Sub-Adviser shall not have the authority to cause MassMutual to deliver securities and other property, or pay cash to the Sub-Adviser other than payment of the sub-advisory fee provided for in this Agreement. (b) The Sub-Adviser is authorized on behalf of the Fund to enter into agreements and execute any documents (e.g., any derivatives documentation such as exchange traded and over-the-counter, as applicable) required to make investments pursuant to the Disclosure Documents, which shall include any market and/or industry standard documentation and the standard representations contained therein; (c) The Sub-Adviser shall provide to MassMutual such reports for the Fund, and in monthly, quarterly or annual time frames, as MassMutual shall reasonably request or as required by applicable law or regulation, including, but not limited to, compliance reports and those reports listed in Appendix A. (d) Provided that none of MassMutual, the Fund or the Trust shall be required to pay any compensation other than as provided by the terms of this Sub-Advisory Agreement and subject to the provisions of Section 7 hereof, the Sub-adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s investments as specified by the Adviser from time to time, and in accordance with the Fund’s investment objective(s), investment strategies, policies, and restrictions as provided in the Fund’s Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “Prospectus”), and such other limitations as the Fund or Adviser may impose by notice in writing obtain investment information, research or assistance from any other person, firm or corporation to supplement, update or otherwise improve its investment management services. (e) Provided that nothing herein shall be deemed to protect the Sub-adviser. The Adviser from acts or omissions in material breach of this Sub-adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions. In furtherance of this duty, the Sub-adviser, on behalf of each Fund is authorized to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (2) place orders and negotiate the commissions for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Advisory Agreement or as agreed upon with the Adviser. B. Personnelfrom willful misfeasance, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish bad faith or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires gross negligence in the performance of its investment advisory duties, or reckless disregard to its obligations and other obligations duties under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Advisory Agreement, the Sub-adviser Adviser shall act not be liable for any loss sustained by reason of good faith errors or omissions in conformity connection with any matters to which this Sub-Advisory Agreement relates. (f) The Sub-Adviser shall make all material disclosures to MassMutual and the Fund regarding itself and its partners, officers, directors, shareholders, employees, affiliates or any person who controls any of the foregoing, including, but not limited to, information regarding any change in control of the Sub-Adviser or any change in its key personnel that could materially affect the services provided by the Sub-Adviser hereunder, information regarding any material adverse change in the condition (financial or otherwise) of the Sub-Adviser or any person who controls the Sub-Adviser, information regarding the investment performance and general investment methods of the Sub-Adviser, its principals and affiliates, information regarding any examination conducted by the Commission or any other state or federal governmental agency or authority or any self-regulatory organization, information that MassMutual reasonably deems material to the Fund or necessary to enable MassMutual to monitor the performance of the Sub-Adviser and information that is required, in the reasonable judgment of MassMutual, to be disclosed in any filings required by any governmental agency or by any applicable Corporationlaw, regulation, rule or order. (g) The Sub-Adviser shall provide MassMutual, upon reasonable prior written request by MassMutual to the Sub-Adviser, with access to inspect at the Sub-Adviser’s Articles office the books and records of Incorporation the Sub-Adviser relating to the Fund and Bythe Sub-Laws, Adviser’s performance hereunder and such other books and records of the Sub-Adviser as are necessary to confirm that the Sub-Adviser has complied with its obligations and duties under this Sub-Advisory Agreement. The Sub-Adviser agrees that all records which it maintains for the Fund are property of the Fund and the Sub-Adviser will promptly surrender to the Fund any of such records or copies thereof upon the Fund’s currently effective Registration Statement request. Notwithstanding the foregoing, the Sub-Adviser may retain a copy of such records. (h) The Sub-Adviser makes no representations or warranty, express or implied (except as defined belowsubject to Section 3(b) and herein), that any level of performance or investment results will be achieved by the Fund or that the Fund will perform comparably with any standard, including any other clients of the Sub-Adviser or index. (i) The Sub-Adviser agrees to reimburse MassMutual for any costs associated with the written instructions production, printing and directions filing with the Commission (not including mailing costs) of supplements to the applicable Board and Disclosure Documents due to changes caused by the Sub-Adviser, and shall comply with except for any such costs which may properly be charged to the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulationsFund.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s Fund's Board of Directors (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Portfolio in accordance with the Fund’s Portfolio's investment objective(s), investment strategiesobjective, policies, and restrictions as provided in the Fund’s 's Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”"), and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose the Fund, acting on behalf of the Board, by notice in writing to the Sub-adviserAdviser. The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser Portfolio in a manner consistent with the Fund’s Portfolio's investment objective(s), investment strategiesobjective, policies, and restrictions. In furtherance of this duty, the Sub-adviserAdviser, on behalf of each Fund the Portfolio, is authorized authorized, in its discretion and without prior consultation with the Portfolio or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets;; and (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select. B. Additional Duties of Sub-Adviser. In addition to the above, Sub-Adviser shall: (1) furnish the Investment Adviser such investment information, advice and recommendations as the Investment Adviser may reasonably request regarding the acquisition, holding or disposition of any or all of the securities or other assets which the Portfolio may own or contemplate acquiring from time to time; (2) cause its officers to attend meetings of the Fund and furnish oral or written reports, as the Fund may reasonably require, in order to keep the Fund and its officers and Board fully informed as to the condition of the investment securities of the Portfolio, the investment decisions of the Sub-Adviser, and the investment considerations which have given rise to those decisions; and (3) vote proxies, exercise conversion or subscription rights, furnish such statistical and respond to tender offers analytical information and other consent solicitations with respect to the issuers of securities in which Fund assets reports as may reasonably be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion required by the Fund’s custodian; (4) instruct the Fund custodian from time to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Advisertime. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s Transamerica IDEX Board of Directors Trustees (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct the investments of each Fund’s investments as specified by the Adviser from time to time, and Fund in accordance with the Fund’s 's investment objective(s), investment strategiesobjectives, policies, and restrictions as provided in the Fund’s Transamerica IDEX Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”)") and provided to Sub-Adviser, and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose Transamerica IDEX by notice in writing to the Sub-adviserAdviser (collectively, "Fund Policies"). The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictions's Policies. In furtherance of this dutythese duties, the Sub-adviserAdviser, on behalf of each Fund, is authorized, in its discretion and without prior consultation with the respective Fund is authorized or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets;; and (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select;. B. Additional Duties of Sub-Adviser. In addition to the above, Sub-Adviser shall: (1) furnish continuous investment information, advice and recommendations to Transamerica IDEX as to the acquisition, holding or disposition of any or all of the securities or other assets which each Fund may own or contemplate acquiring from time to time; and (2) furnish oral or written reports, as Transamerica IDEX may reasonably request, in order to keep Transamerica IDEX and its officers and Board fully informed as to the condition of the investment securities of each Fund, the investment recommendations of the Sub-Adviser, and the investment considerations which have given rise to those recommendations. (3) vote proxies, exercise conversion or subscription rights, furnish such statistical and respond analytical information and reports as may reasonably be requested by Transamerica IDEX from time to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Advisertime. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s Transamerica IDEX Board of Directors Trustees (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Fund in accordance with the Fund’s 's investment objective(s), investment strategiesobjectives, policies, and restrictions as provided in the Fund’s Transamerica IDEX Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”)") and provided to Sub-Adviser, and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose Transamerica IDEX by notice in writing to the Sub-adviserAdviser (collectively, "Fund Policies"). The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each the Fund allocated to the Sub-adviser in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictionsFund Policies. In furtherance of this duty, the Sub-adviserAdviser, on behalf of each the Fund, is authorized, in its discretion and without prior consultation with the Fund is authorized or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets;; and (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select;. B. Additional Duties of Sub-Adviser. In addition to the above, Sub-Adviser shall: (1) furnish continuous investment information, advice and recommendations to Transamerica IDEX as to the acquisition, holding or disposition of any or all of the securities or other assets which the Fund may own or contemplate acquiring from time to time; and (2) furnish oral or written reports, as Transamerica IDEX may reasonably request, in order to keep Transamerica IDEX and its officers and Board fully informed as to the condition of the investment securities of the Fund, the investment recommendations of the Sub-Adviser, and the investment considerations which have given rise to those recommendations. (3) vote proxies, exercise conversion or subscription rights, furnish such statistical and respond analytical information and reports as may reasonably be requested by Transamerica IDEX from time to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Advisertime. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s ATST Board of Directors Trustees (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Portfolio in accordance with the Fund’s Portfolio's investment objective(s), investment strategiesobjectives, policies, and restrictions as provided in the Fund’s ATST Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”)") and provided to Sub-Adviser, and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose ATST by notice in writing to the Sub-adviserAdviser (collectively, "Fund Policies"). The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each Fund allocated to the Sub-adviser Portfolio in a manner consistent with the Fund’s investment objective(s), investment strategies, policies, and restrictionsFund Policies. In furtherance of this duty, the Sub-adviserAdviser, on behalf of each Fund the Portfolio, is authorized authorized, in its discretion and without prior consultation with the Portfolio or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets;; and (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select; (3) vote proxies, exercise conversion or subscription rights, and respond to tender offers and other consent solicitations with respect to the issuers of securities in which Fund assets may be invested provided such materials have been forwarded to the Sub-adviser in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary to enable the Sub-adviser to carry out its obligations under this Agreement or as agreed upon with the Adviser. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.

Duties of the Sub-Adviser. A. Investment Sub-advisory Advisory Services. Subject to the supervision of the applicable Corporation’s Transamerica IDEX Board of Directors Trustees (“"Board”") and the Investment Adviser, the Sub-adviser Adviser shall act as the investment sub-adviser and shall supervise and direct each Fund’s the investments as specified by of the Adviser from time to time, and Fund in accordance with the Fund’s 's investment objective(s), investment strategiesobjective, policies, and restrictions as provided in the Fund’s Transamerica IDEX Prospectus and Statement of Additional Information, as currently in effect and as amended or supplemented from time to time (hereinafter referred to as the “"Prospectus”"), and such other limitations as directed by the Fund appropriate officers of the Investment Adviser or Adviser may impose Transamerica IDEX by notice in writing to the Sub-adviserAdviser. The Sub-adviser Adviser shall obtain and evaluate such information relating to the economy, industries, businesses, securities markets, and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of each the Fund allocated to the Sub-adviser in a manner consistent with the Fund’s 's investment objective(s), investment strategiesobjective, policies, and restrictions. In furtherance of this duty, the Sub-adviserAdviser, on behalf of each the Fund, is authorized, in its discretion and without prior consultation with the Fund is authorized or the Investment Adviser, to: (1) make discretionary investment decisions to buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, bonds and other securities or assets; (2) place orders and negotiate the commissions (if any) for the execution of transactions in securities or other assets with or through such brokers, dealers, underwriters or issuers as the Sub-adviser Adviser may select;; and (3) vote proxiesundertake to do anything incidental to the foregoing to facilitate the performance of the Sub-Adviser's obligations hereunder, exercise conversion including voting or subscription rights, and respond to tender offers and other exercising any consent solicitations rights with respect to such securities or investments, provided the issuers of securities in which custodian for the Fund assets may be invested provided has furnished such proxy materials have been forwarded to the Sub-adviser and other items in a timely fashion by the Fund’s custodian; (4) instruct the Fund custodian to deliver for cash received, securities or other cash and/or securities instruments sold, exchanged, redeemed or otherwise disposed of from the Fund, and to pay cash for securities or other cash and/or securities instruments delivered to the custodian and/or credited to the Fund upon acquisition of the same for the Fund; (5) maintain all or part of the Fund’s uninvested assets in short-term income producing instruments for such periods of time as shall be deemed reasonable and prudent by the Sub-adviser, including any other internal money market or short-term bond fund available for use only by clients of the Adviser and certain of its affiliates; and (6) generally, perform any other act necessary Advisor to enable the Sub-adviser it to carry out its obligations under this Agreement vote or as agreed upon with the Adviserexercise any consent rights. B. Personnel, Office Space, and Facilities of Sub-adviser. The Sub-adviser at its own expense shall furnish or provide and pay the cost of such office space, office equipment, office personnel, and office services as the Sub-adviser requires in the performance of its investment advisory and other obligations under this Agreement. C. Further Duties of Sub-adviser. In all matters relating to the performance of this Agreement, the Sub-adviser shall act in conformity with the applicable Corporation’s Articles of Incorporation and By-Laws, and the Fund’s currently effective Registration Statement (as defined below) and with the written instructions and directions of the applicable Board and the Adviser, and shall comply with the applicable requirements of the 1940 Act and Advisers Act and the rules thereunder, the SEC, and all other applicable United States, state, and other laws and regulations.