Boston, MA 02210-2805 March 13, 2014 To the Trustees of John Hancock Funds Boston, MA 02210 Re: Rule 12b-1 Fee Waiver Letter Agreement

Xxxx Xxxxxxx Funds, LLC

000 Xxxxxxxx Xxxxxx

Boston, MA 02210-2805                                                                                                                                                                                         

March 13, 2014

To the Trustees of

Xxxx Xxxxxxx Funds

000 Xxxxxxxx Xxxxxx   

Boston, MA 02210

Re:       Rule 12b-1 Fee Waiver Letter Agreement

With reference to each of the Distribution Plans entered into by and between Xxxx Xxxxxxx Funds, LLC (the “Distributor”) and 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 Distributor agrees to contractually waive and limit its Rule 12b-1 distribution fees and/or service fees to the extent necessary to achieve the aggregate distribution and service fees of each Fund as set forth in Appendix B hereto.

2.  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 Statements 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.

Sincerely,

XXXX XXXXXXX FUNDS, LLC

By: /s/ Xxxxxxx X. Xxxx

Xxxxxxx X. Xxxx

Chief Financial Officer

Agreed and Accepted

on behalf of each applicable Trust listed in Appendix A

By:      /s/ Xxxxxxx X. Xxxxx

            Xxxxxxx X. Xxxxx

            Chief Financial Officer

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 XXXX TRUST

Xxxx Xxxxxxx Focused High Yield Fund

Xxxx Xxxxxxx Global Conservative Absolute Return Fund

Xxxx Xxxxxxx Global Short Duration Credit Fund

Xxxx Xxxxxxx Government Income Fund

Xxxx Xxxxxxx Investment Grade Bond Fund

XXXX XXXXXXX CALIFORNIA TAX-FREE INCOME FUND

Xxxx Xxxxxxx California Tax-Free Income Fund

XXXX XXXXXXX CAPITAL SERIES

Xxxx Xxxxxxx Classic Value Fund

Xxxx Xxxxxxx U.S. Global Leaders Growth Fund

XXXX XXXXXXX CURRENT INTEREST

Xxxx Xxxxxxx Money Market Fund

XXXX XXXXXXX INVESTMENT TRUST

Xxxx Xxxxxxx Balanced Fund

Xxxx Xxxxxxx Enduring Equity Fund

Xxxx Xxxxxxx Global Opportunities Fund

Xxxx Xxxxxxx Large Cap Equity Fund

Xxxx Xxxxxxx Seaport Fund

Xxxx Xxxxxxx Small Cap Core Fund

Xxxx Xxxxxxx Small Cap Intrinsic Value Fund

Xxxx Xxxxxxx Sovereign Investors Fund

XXXX XXXXXXX INVESTMENT TRUST II

Xxxx Xxxxxxx Financial Industries Fund

Xxxx Xxxxxxx Regional Bank Fund

Xxxx Xxxxxxx Small Cap Equity Fund

XXXX XXXXXXX INVESTMENT TRUST III

Xxxx Xxxxxxx Greater China Opportunities Fund

XXXX XXXXXXX MUNICIPAL SECURITIES TRUST

Xxxx Xxxxxxx High Yield Municipal Bond Fund

Xxxx Xxxxxxx Tax-Free Bond Fund

XXXX XXXXXXX SOVEREIGN BOND FUND

Xxxx Xxxxxxx Xxxx Fund

XXXX XXXXXXX STRATEGIC SERIES

Xxxx Xxxxxxx Income Fund

XXXX XXXXXXX TAX-EXEMPT SERIES FUND

Xxxx Xxxxxxx Massachusetts Tax-Free Income Fund

Xxxx Xxxxxxx New York Tax-Free Income Fund

APPENDIX B

	Classes				Expiration Date of Waiver/Limit
Fund	A	B	C	R4
Balanced Fund	N/A	N/A	N/A	0.15%	2/28/2015
Classic Value Fund	N/A	N/A	N/A	0.15%	2/28/2015
Large Cap Equity Fund	N/A	N/A	N/A	0.15%	2/28/2015
California Tax-Free Income Fund	N/A	0.90%	0.90%	N/A	9/30/2014
High Yield Municipal Bond Fund	0.15%	0.90%	0.90%	N/A	9/30/2014
Income Fund	N/A	N/A	N/A	0.15%	9/30/2014
Massachusetts Tax-Free Income Fund	0.15%	0.90%	0.90%	N/A	9/30/2014
New York Tax-Free Income Fund	0.15%	0.90%	0.90%	N/A	9/30/2014
Tax-Free Bond Fund	0.15%	0.90%	0.90%	N/A	9/30/2014
Money Market Fund	0.15%	N/A	N/A	N/A	7/31/2015 [1]

[1] At the March 10-13, 2014 meeting of the Board of Trustees of the Trusts, the Distributor notified the Board of, and the Board approved, the extension of the expiration date of the waiver and limit of the Rule 12b-1 distribution and service fees of Class A shares of Money Market Fund to July 31, 2015, effective upon the current expiration date of July 31, 2014.