Manulife Investment Management (US) LLC Manulife Investment Management (North America) Limited 197 Clarendon Street Boston, MA 02216 December 14, 2023
| Manulife Investment Management (US) LLC Manulife Investment Management (North America) Limited 000 Xxxxxxxxx Xxxxxx Xxxxxx, XX 00000
December 14, 2023 |
|
Xxxx Xxxxxxx Investment Management LLC Xxxx Xxxxxxx Variable Trust Advisers
LLC200 Berkeley Street
Boston, MA 02216
| Re: |
With reference to each of the Subadvisory Agreements approved by the Board or entered into by and between Manulife Investment Management (US) LLC or Manulife Investment Management (North America) Limited, as applicable (the “Subadvisor”), and Xxxx Xxxxxxx Investment Management LLC (formerly Xxxx Xxxxxxx Advisers, LLC) or Xxxx Xxxxxxx Variable Trust Advisers LLC (formerly Xxxx Xxxxxxx Investment Management Services, LLC), as applicable, (the “Adviser”) on behalf of each of the trusts listed in Appendix A to this letter (each, a “Trust” and collectively, the “Trusts”), on behalf of each of their respective series listed in Appendix A (each, a “Fund” and collectively, the “Funds”), we hereby notify you as follows:
1. The Subadvisor agrees to contractually waive the subadvisory fees payable to it solely with respect to Xxxx Xxxxxxx Collateral Trust (“Collateral Trust”) on that portion of each Fund’s assets that is invested in Collateral Trust for cash sweep purposes. This fee waiver shall become effective on the date stated above, and shall automatically renew for additional one year periods thereafter upon that date, unless the Fund and the Subadvisor mutually agree not to renew the waiver. For the avoidance of doubt, the subadvisory fee waiver shall only apply to the Trusts and Funds as listed in Appendix A and shall not include any trusts or funds which are not subadvised by the Subadvisor, that are invested in the Collateral Trust for cash sweep purposes.
2. This fee waiver agreement corresponds to the subadvisory fee paid by the Adviser to the Subadvisor on behalf of its management of the assets of Collateral Trust and is being entered into to avoid potential duplication of any subadvisory fees paid to the Subadvisor. The Adviser currently waives the entirety of its advisory fee for the management of Collateral Trust.
3. We understand and intend that the Trusts will rely on this undertaking in overseeing the preparation and filing of Post-effective Amendments to the Registration Statement on Form N-1A for the Trusts and the Funds with the Securities and Exchange Commission, in accruing each Fund’s expenses for purposes of calculating its net and gross asset value per share, and for other purposes permitted under Form N-1A and/or the Investment Company Act of 1940, as amended, and we expressly permit the Trusts so to rely.
[signature page follows]
| Very truly yours, | ||
| MANULIFE INVESTMENT MANAGEMENT (US) LLC | ||
| By: | /s/ Xxxxx Xxxxxxx | |
| Xxxxx Xxxxxxx | ||
| MANULIFE INVESTMENT MANAGEMENT (NORTH AMERICA) LIMITED | ||
| By: | /s/ Xxxxx Xxxxxxx | |
| Xxxxx Xxxxxxx | ||
Agreed and Accepted by:
XXXX XXXXXXX INVESTMENT MANAGEMENT LLC
| By: | /s/ Xxx Xxxxxxxxx | |
| Xxx Xxxxxxxxx |
XXXX XXXXXXX VARIABLE TRUST ADVISERS LLC
| By: | /s/ Xxx Xxxxxxxxx | |
| Xxx Xxxxxxxxx |
A copy of the document establishing each Trust is filed with the Secretary of The Commonwealth of Massachusetts. This Agreement is executed by the officer in his capacity as such and not as an individual and is not binding upon any of the Trustees, officers or shareholders of the Trusts individually but only upon the assets of the Funds.
APPENDIX A
TRUSTS and Funds
Xxxx Xxxxxxx Financial Opportunities Fund
Xxxx Xxxxxxx Income Securities Trust
Xxxx Xxxxxxx Investors Trust
Xxxx Xxxxxxx Preferred Income Fund
Xxxx Xxxxxxx Preferred Income Fund II
Xxxx Xxxxxxx Preferred Income Fund III
Xxxx Xxxxxxx Premium Dividend Fund
Xxxx Xxxxxxx Tax-Advantaged Dividend Income Fund
Xxxx Xxxxxxx Xxxx Trust
Xxxx Xxxxxxx Government Income Fund
Xxxx Xxxxxxx High Yield Fund
Xxxx Xxxxxxx Investment Grade Bond Fund
Xxxx Xxxxxxx Xxxxx Duration Bond Fund
Xxxx Xxxxxxx California Tax-Free Income Fund
Xxxx Xxxxxxx California Municipal Fund
Xxxx Xxxxxxx Current Interest
Xxxx Xxxxxxx Money Market Fund
Xxxx Xxxxxxx Exchange-Traded Fund Trust
Xxxx Xxxxxxx Corporate Bond ETF
Xxxx Xxxxxxx Dynamic Municipal Bond ETF
Xxxx Xxxxxxx Fundamental All Cap Core ETF
Xxxx Xxxxxxx International High Dividend ETF
Xxxx Xxxxxxx Mortgage-Back Securities ETF
Xxxx Xxxxxxx Preferred Income ETF
Xxxx Xxxxxxx U.S. High Dividend ETF
Xxxx Xxxxxxx Funds II
JHF II Emerging Markets Debt Fund
JHF II Fundamental All Cap Core Fund
JHF II Fundamental Global Franchise Fund
JHF II Global Equity Fund
JHF II International Strategic Equity Allocation Fund
JHF II Strategic Income Opportunities Fund
JHF II U.S. Sector Rotation Fund (f/k/a JHF II U.S. Strategic Equity Allocation Fund)
JHF II Alternative Asset Allocation Fund
JHF II Multi-Asset High Income Fund
JHF II 2010 Lifetime Blend Portfolio (formerly, Multi-Index 2010 Lifetime Portfolio)
JHF II 2015 Lifetime Blend Portfolio (formerly, Multi-Index 2015 Lifetime Portfolio)
JHF II 2020 Lifetime Blend Portfolio (formerly, Multi-Index 2020 Lifetime Portfolio)
JHF II 2025 Lifetime Blend Portfolio (formerly, Multi-Index 2025 Lifetime Portfolio)
JHF II 2030 Lifetime Blend Portfolio (formerly, Multi-Index 2030 Lifetime Portfolio)
JHF II 2035 Lifetime Blend Portfolio (formerly, Multi-Index 2035 Lifetime Portfolio)
JHF II 2040 Lifetime Blend Portfolio (formerly, Multi-Index 2040 Lifetime Portfolio)
JHF II 2045 Lifetime Blend Portfolio (formerly, Multi-Index 2045 Lifetime Portfolio)
JHF II 2050 Lifetime Blend Portfolio (formerly, Multi-Index 2050 Lifetime Portfolio)
JHF II 2055 Lifetime Blend Portfolio (formerly, Multi-Index 2055 Lifetime Portfolio)
JHF II 2060 Lifetime Blend Portfolio (formerly, Multi-Index 2060 Lifetime Portfolio)
JHF II 2065 Lifetime Blend Portfolio (formerly, Multi-Index 2065 Lifetime Portfolio)
JHF II Lifestyle Blend Aggressive Portfolio (formerly, Multi-Index Lifestyle Aggressive Portfolio)
JHF II Lifestyle Blend Balanced Portfolio (formerly, Multi-Index Lifestyle Balanced Portfolio)
JHF II Lifestyle Blend Conservative Portfolio (formerly, Multi-Index Lifestyle Conservative Portfolio)
JHF II Lifestyle Blend Growth Portfolio (formerly, Multi-Index Lifestyle Growth Portfolio)
JHF II Lifestyle Blend Moderate Portfolio (formerly, Multi-Index Lifestyle Moderate Portfolio)
JHF II Multimanager 2010 Lifetime Portfolio
JHF II Multimanager 2015 Lifetime Portfolio
JHF II Multimanager 2020 Lifetime Portfolio
JHF II Multimanager 2025 Lifetime Portfolio
JHF II Multimanager 2030 Lifetime Portfolio
JHF II Multimanager 2035 Lifetime Portfolio
JHF II Multimanager 2040 Lifetime Portfolio
JHF II Multimanager 2045 Lifetime Portfolio
JHF II Multimanager 2050 Lifetime Portfolio
JHF II Multimanager 2055 Lifetime Portfolio
JHF II Multimanager 2060 Lifetime Portfolio
JHF II Multimanager 2065 Lifetime Portfolio
JHF II Multimanager Lifestyle Aggressive Portfolio
JHF II Multimanager Lifestyle Balanced Portfolio
JHF II Multimanager Lifestyle Conservative Portfolio
JHF II Multimanager Lifestyle Growth Portfolio
JHF II Multimanager Lifestyle Moderate Portfolio
Xxxx Xxxxxxx Investment Trust
Xxxx Xxxxxxx Balanced Fund
Xxxx Xxxxxxx Diversified Real Assets Fund
Xxxx Xxxxxxx Emerging Markets Equity Fund
Xxxx Xxxxxxx Fundamental Large Cap Core Fund
Xxxx Xxxxxxx Fundamental Equity Income Fund
Xxxx Xxxxxxx Global Climate Action Fund
Xxxx Xxxxxxx Small Cap Core Fund
Xxxx Xxxxxxx Investment Trust II
Xxxx Xxxxxxx Financial Industries Fund
Xxxx Xxxxxxx Regional Bank Fund
Xxxx Xxxxxxx Municipal Securities Trust
Xxxx Xxxxxxx High Yield Municipal Bond Fund
Xxxx Xxxxxxx Municipal Opportunities (f/k/a JHF Xxxx Xxxxxxx Tax-Free Bond Fund)
Xxxx Xxxxxxx Xxxxx Duration Municipal Opportunities Fund
Xxxx Xxxxxxx Sovereign Xxxx
Xxxx Xxxxxxx Xxxx Fund
Xxxx Xxxxxxx Strategic Series
Xxxx Xxxxxxx Income Fund
Xxxx Xxxxxxx Managed Account Shares Bond Completion Portfolio
Xxxx Xxxxxxx Managed Account Shares Investment-Grade Corporate Bond Portfolio
Xxxx Xxxxxxx Managed Account Shares Non-Investment-Grade Corporate Bond Portfolio
Xxxx Xxxxxxx Managed Account Shares Non-Investment-Grade Municipal Bond Portfolio
Xxxx Xxxxxxx Managed Account Shares Securitized Debt Portfolio
Xxxx Xxxxxxx Variable Insurance Trust
JHVIT 500 Index Trust
JHVIT Active Bond Trust
JHVIT Core Bond Trust
JHVIT Financial Industries Trust
JHVIT Fundamental All Cap Core Trust
JHVIT Fundamental Large Cap Value Trust
JHVIT Global Equity Trust (f/k/a JHVIT Mutual Shares Trust)
JHVIT Mid Cap Index Trust
JHVIT Money Market Trust
JHVIT Select Bond Trust
JHVIT Short Term Government Income Trust
JHVIT Small Cap Index Trust
JHVIT Strategic Equity Allocation Trust
JHVIT Strategic Income Opportunities Trust
JHVIT Total Stock Market Index Trust
JHVIT Total Bond Market Trust (f/k/a JHVIT Total Bond Market Trust B)
JHVIT Ultra Short-Term Bond Trust
JHVIT Lifestyle Aggressive Portfolio
JHVIT Lifestyle Balanced Portfolio
JHVIT Lifestyle Conservative Portfolio
JHVIT Lifestyle Growth Portfolio
JHVIT Lifestyle Moderate Portfolio
JHVIT Managed Volatility Aggressive Portfolio
JHVIT Managed Volatility Balanced Portfolio
JHVIT Managed Volatility Conservative Portfolio
JHVIT Managed Volatility Growth Portfolio
JHVIT Managed Volatility Moderate Portfolio
