John Hancock Tax-Advantaged Dividend Income Fund Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • February 20th, 2004 • John Hancock Tax-Advantaged Dividend Income Fund
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Underwriting Agreement • April 26th, 2004 • John Hancock Tax-Advantaged Dividend Income Fund • New York
ARTICLE I DEFINITIONS
Agreement • February 20th, 2004 • John Hancock Tax-Advantaged Dividend Income Fund • Massachusetts
AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF JOHN HANCOCK TAX- ADVANTAGED DIVIDEND INCOME FUND 601 Congress Street Boston, Massachusetts 02210 Dated January 22, 2016
Agreement and Declaration of Trust • June 28th, 2016 • John Hancock Tax-Advantaged Dividend Income Fund

AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made this 22nd day of January, 2016, by the undersigned (together with all other persons from time to time duly elected, qualified and serving as Trustees in accordance with the provisions of Article II hereof, the “Trustees”);

JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND ADVISORY AGREEMENT
Advisory Agreement • August 28th, 2009 • John Hancock Tax-Advantaged Dividend Income Fund • Massachusetts

Advisory Agreement dated July 1, 2009, between John Hancock Tax-Advantaged Dividend Income Fund, a Massachusetts business trust (the “Fund”), and John Hancock Advisers, LLC, a Delaware limited liability company (“JHA” or the “Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

John Hancock Tax-Advantaged Dividend Income Fund Investment Sub-Advisory Agreement
Sub-Advisory Agreement • December 27th, 2016 • John Hancock Tax-Advantaged Dividend Income Fund • Massachusetts

AGREEMENT made this 1st day of October, 2016, between John Hancock Advisers, LLC, a Delaware limited liability company (the “Adviser”), and Analytic Investors, LLC, a Delaware limited liability company (formerly known as Analytic Investors, Inc.) (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

LEAD MANAGING UNDERWRITER ------------------------- ADDITIONAL COMPENSATION AGREEMENT ---------------------------------
Lead Managing • February 20th, 2004 • John Hancock Tax-Advantaged Dividend Income Fund • New York
QUALIFYING UNDERWRITER ---------------------- ADDITIONAL COMPENSATION AGREEMENT ---------------------------------
Qualifying Underwriter • February 20th, 2004 • John Hancock Tax-Advantaged Dividend Income Fund • New York
JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND Investment Sub-Advisory Agreement Analytic Investors, LLC
John Hancock Tax-Advantaged Dividend Income Fund • July 1st, 2013 • Massachusetts

AGREEMENT made this 31st day of December, 2012, between John Hancock Advisers, LLC, a Delaware limited liability company (the “Adviser”), and Analytic Investors, LLC, a Delaware limited liability company (formerly known as Analytic Investors, Inc.) (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND Investment Sub-Advisory Agreement Analytic Investors, LLC
Agreement • August 28th, 2009 • John Hancock Tax-Advantaged Dividend Income Fund • Massachusetts

AGREEMENT made this 13th day of July, 2009, between John Hancock Advisers, LLC, a Delaware limited liability company (the “Adviser”), and Analytic Investors, LLC, a Delaware limited liability company (formerly known as Analytic Investors, Inc.) (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

JOHN HANCOCK TAX-ADVANTAGED DIVIDEND INCOME FUND AMENDMENT TO INVESTMENT SUB- ADVISORY AGREEMENT Analytic Investors, LLC
John Hancock Tax-Advantaged Dividend Income Fund • July 1st, 2013

AMENDMENT made as of this 17th day of May, 2013 to the Subadvisory Agreement dated March 26, 2013 (the “Agreement”), between John Hancock Advisers, LLC, a Delaware limited liability company (the Adviser”), and Analytic Investors, LLC, a Delaware limited liability company (the “Sub-Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

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