MFS Series Trust Xv Sample Contracts

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WITNESSETH
Investment Advisory Agreement • June 28th, 2017 • MFS Series Trust Xv
August 10, 1988
MFS Government Limited Maturity Fund /Ma/ • October 19th, 1995 • Massachusetts
Exhibit 99.8(f) MASTER ADMINISTRATIVE SERVICES AGREEMENT
Master Administrative Services Agreement • August 24th, 2007 • MFS Government Limited Maturity Fund /Ma/
FORM OF INVESTMENT ADVISORY AGREEMENT
MFS Series Trust Xv • November 7th, 2007
INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 25th, 2011 • MFS Series Trust Xv

INVESTMENT ADVISORY AGREEMENT, dated this 31st day of May, 2010, by and between MFS SERIES TRUST XV, a Massachusetts business trust (the “Trust”), on behalf of its series of shares (each a “Fund”) listed on Appendix A attached hereto, and MASSACHUSETTS FINANCIAL SERVICES COMPANY, a Delaware corporation (the “Adviser”).

AMENDMENT TO SHAREHOLDER SERVICING AGREEMENTS
MFS Series Trust Xv • February 27th, 2017 • Massachusetts

WHEREAS, each of the investment companies listed on Annex A hereto (each a “Fund” and collectively the “Funds”) is a party to a Shareholder Servicing Agreement, as amended, (the “Agreements”) with MFS Service Center, Inc. (“MFSC”); and

AMENDMENT TO DISTRIBUTION AGREEMENTS
Distribution Agreements • February 27th, 2017 • MFS Series Trust Xv • Massachusetts

WHEREAS, each series from time to time of each Trust listed on Annex A hereto (referred to individually as a “Fund” and collectively as the “Funds”) is a party to a Distribution Agreement, as amended, (the “Agreements”) with MFS Fund Distributors, Inc. (the “Distributor”); and

WITNESSETH:
Investment Advisory Agreement • April 30th, 2002 • MFS Government Limited Maturity Fund /Ma/
Exhibit 99.8(e) MASTER ADMINISTRATIVE SERVICES AGREEMENT
Master Administrative Services Agreement • August 24th, 2007 • MFS Government Limited Maturity Fund /Ma/
INVESTMENT SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • October 10th, 2008 • MFS Series Trust Xv • Massachusetts

INVESTMENT SUB-ADVISORY AGREEMENT, dated this 7th day of November, 2007, by and among MFS SERIES TRUST XV, a Massachusetts business trust (“Trust”), on behalf of its series, MFS Diversified Target Return Fund (the “Fund”), MASSACHUSETTS FINANCIAL SERVICES COMPANY, a Delaware corporation (the “Adviser”) and UBS GLOBAL ASSET MANAGEMENT (AMERICAS) INC., a Delaware corporation (the “Sub-Adviser”).

MASTER ADMINISTRATIVE SERVICES AGREEMENT Amended and Restated As of January 1, 2008 Exhibit A, as revised: February 27, 2007 (Addition of MFS Series Trust XIV) May 1, 2007 (Redesignation of MFS Capital Opportunities Series to MFS Core Equity Series)...
Master Administrative Services Agreement • March 8th, 2010 • MFS Series Trust Xv

In return for the Administrative Services provided by the Administrator under this Agreement, the Funds, other than the MFS Institutional Money Market Portfolio, shall pay the Administrator each calendar year (the “Contract Period”) a fee in an aggregate amount approved by the MFS Funds Board for such calendar year, as it may be amended by the Board from time to time (the “Approved Annual Fee”). The Approved Annual Fee shall be allocated among the Funds and paid by the Funds in accordance with the methodology described below. For calendar 2010, the Approved Annual Fee is $12,942,777.

MASTER ADMINISTRATIVE SERVICES AGREEMENT Amended and Restated As of January 1, 2008 Exhibit A, as revised: February 27, 2007 (Addition of MFS Series Trust XIV) May 1, 2007 (Redesignation of MFS Capital Opportunities Series to MFS Core Equity Series)...
Master Administrative Services Agreement • August 25th, 2011 • MFS Series Trust Xv

In return for the Administrative Services provided by the Administrator under this Agreement, the Funds, other than the MFS Institutional Money Market Portfolio, shall pay the Administrator each calendar year (the “Contract Period”) a fee in an aggregate amount approved by the MFS Funds Board for such calendar year, as it may be amended by the Board from time to time (the “Approved Annual Fee”). The Approved Annual Fee shall be allocated among the Funds and paid by the Funds in accordance with the methodology described below. For calendar 2011, the Approved Annual Fee is $12,942,777.

APPENDIX A TO CUSTODIAN AGREEMENT BETWEEN STATE STREET BANK AND TRUST COMPANY AND EACH OF THE INVESTMENT COMPANIES DATED DECEMBER 18, 2006 (the “Agreement”)
Custodian Agreement • August 27th, 2014 • MFS Series Trust Xv

Closed End Funds MFS Charter Income Trust MFS Government Market Income Trust MFS Intermediate Income Trust MFS Multimarket Income Trust MFS Municipal Income Trust MFS Special Value Trust MFS California Municipal Fund MFS High Income Municipal Trust MFS InterMarket Income Trust I MFS Intermediate High Income Fund MFS Investment Grade Municipal Trust MFS High Yield Municipal Trust

EXHIBIT NO. 99.8(a) CUSTODIAN CONTRACT
MFS Government Limited Maturity Fund /Ma/ • October 19th, 1995 • Massachusetts
WITNESSETH:
MFS Series Trust Xv • November 7th, 2007 • Massachusetts
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Master Administrative Services Agreement - Exhibit D Administrative Fee
MFS Series Trust Xv • February 27th, 2023

In return for the Administrative Services provided by the Administrator under this Agreement, the Funds shall pay the Administrator each calendar year (each a “Contract Period”) a fee (the “Annual Fee”) in an aggregate amount which reimburses the Administrator for one- hundred percent (100%) of its total costs of providing Administrative Services defined herein for the Contract Period (“Total Allocable Costs”) plus 50% of the annual cash compensation paid to the Funds’ Chief Compliance Officer and any Third Party Cost Reimbursement, each as described below, subject to any adjustments as described herein.

AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Advisory Agreement • December 27th, 2018 • MFS Series Trust Xv

AMENDMENT effective as of July 13, 2018 to the Investment Advisory Agreement dated November 7, 2007 (the “Agreement”) by and between MFS Series Trust XV (the “Trust”) on behalf of the MFS Global Alternative Strategy Fund (the “Fund”), a series of the Trust, and Massachusetts Financial Services Company, a Delaware corporation (the “Adviser”).

APPENDIX A TO FUND ACCOUNTING AGREEMENT BETWEEN STATE STREET BANK AND TRUST COMPANY AND EACH OF THE INVESTMENT COMPANIES DATED DECEMBER 18, 2006 (the “Agreement”)
Fund Accounting Agreement • August 27th, 2014 • MFS Series Trust Xv

Closed End Funds MFS Charter Income Trust MFS Government Market Income Trust MFS Intermediate Income Trust MFS Multimarket Income Trust MFS Municipal Income Trust MFS Special Value Trust MFS California Municipal Fund MFS High Income Municipal Trust MFS InterMarket Income Trust I MFS Intermediate High Income Fund MFS Investment Grade Municipal Trust MFS High Yield Municipal Trust

AMENDMENT TO SHAREHOLDER SERVICING AGREEMENTS
MFS Series Trust Xv • August 25th, 2011 • Massachusetts

WHEREAS, each of the investment companies listed on Annex A hereto (each a “Fund” and collectively the “Funds”) is a party to a Shareholder Servicing Agreement, as amended, (the “Agreements”) with MFS Service Center, Inc. (“MFSC”); and

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • February 25th, 2011 • MFS Series Trust Xv • Massachusetts

INVESTMENT SUB-ADVISORY AGREEMENT, dated this 7th day of November, 2007, by and among MFS SERIES TRUST XV, a Massachusetts business trust (“Trust”), on behalf of its series, MFS Diversified Target Return Fund (the “Fund”), MASSACHUSETTS FINANCIAL SERVICES COMPANY, a Delaware corporation (the “Adviser”) and UBS GLOBAL ASSET MANAGEMENT (AMERICAS) INC., a Delaware corporation (the “Sub-Adviser”).

AMENDMENT TO MASTER ADMINISTRATIVE SERVICES AGREEMENT
Master Administrative Services Agreement • February 27th, 2023 • MFS Series Trust Xv

This AMENDMENT, dated as of September 1, 2022 (the “Amendment”), is made between Massachusetts Financial Services Company a Delaware Corporation (the “Administrator”) and each of the funds (or trusts acting on behalf of their series) identified from time to time on Exhibit A hereto (each a “Fund” and collectively the “Funds”).

AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Advisory Agreement • February 27th, 2018 • MFS Series Trust Xv

AMENDMENT effective as of February 28, 2017 to the Investment Advisory Agreement dated May 31, 2010 (the “Agreement”) by and between MFS Series Trust XV (the “Trust”) on behalf of the MFS Commodity Strategy Fund (the “Fund”), a series of the Trust, and Massachusetts Financial Services Company, a Delaware corporation (the “Adviser”).

MASTER ADMINISTRATIVE SERVICES AGREEMENT Amended and Restated As of January 1, 2013 Exhibit A, as revised: February 27, 2007 (Addition of MFS Series Trust XIV) May 1, 2007 (Redesignation of MFS Capital Opportunities Series to MFS Core Equity Series)...
Master Administrative Services Agreement • February 27th, 2013 • MFS Series Trust Xv • Massachusetts

MASTER ADMINISTRATIVE SERVICES AGREEMENT initially dated the 1st day of March, 1997, and as amended and restated as of the 1st day of January, 2008, and the 1st day of January, 2013, by and among Massachusetts Financial Services Company, a Delaware corporation (the “Administrator”), and each of the funds (or trusts acting on behalf of their series) identified from time to time on Exhibit A hereto (each a “Fund” and collectively the “Funds”).

SUB-ITEM 77Q1(e) The Investment Advisory Agreement, dated May 31, 2010, by and between MFS Series Trust XV, on behalf of its series of shares, and Massachusetts Financial Services Company, is contained in Post-Effective Amendment No. 42 to the...
Investment Advisory Agreement • December 22nd, 2010 • MFS Series Trust Xv

The Investment Advisory Agreement, dated May 31, 2010, by and between MFS Series Trust XV, on behalf of its series of shares, and Massachusetts Financial Services Company, is contained in Post-Effective Amendment No. 42 to the Registration Statement for MFS Series Trust XV (File Nos. 2-96738 and 811-4253), as filed with the Securities and Exchange Commission via EDGAR on May 24, 2010, under Rule 485 under the Securities Act of 1933. Such document is incorporated herein by reference.

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