AMENDMENT TO MASTER ADMINISTRATIVE SERVICES AGREEMENT (COMPASS)
EXHIBIT NO. 99.(k) 3
AMENDMENT TO MASTER ADMINISTRATIVE SERVICES AGREEMENT (COMPASS)
WHEREAS, each of the investment companies listed on Exhibit A hereto (each a “Fund” and collectively the “Funds”) is a party to the Master Administrative Services Agreement, dated the 1st day of March 1997, as amended and restated the 1st day of January, 2008, as amended (the “Agreement”) with Massachusetts Financial Services Company (“Administrator”); and
WHEREAS, the Funds and the Administrator wish to clarify the Administrator’s responsibilities in implementing, maintaining and complying in all material respects with policies and procedures reasonably designed to address the requirements of applicable state and federal laws and regulations regarding the security, protection and confidentiality of records and data of the Funds that contain personal information to which the Administrator is given access.
NOW, THEREFORE, the Administrator and each of the Funds listed on Exhibit A agree to amend the Agreement as follows:
Section 1. Section 4 of the Agreement is amended to add the following to the end of that Section:
“The Administrator agrees to implement, maintain and comply in all material respects with policies and procedures (collectively, the “Information Security and Privacy Policies”) reasonably designed to address the requirements of applicable state and federal laws and regulations regarding the security, protection and confidentiality of records and data of the Funds that contain personal information (“PI”) to which the Administrator is given access, including Massachusetts General Law, ch. 93H and the regulations thereunder. The Administrator agrees that the Information Security and Privacy Policies shall address: (i) administrative, technical, and physical safeguards for the protection of records and data that contain PI; (ii) detection of unauthorized access to or use of PI for unauthorized purposes; and (iii) the proper destruction of such records and data so that the information contained therein cannot be practicably read or reconstructed. The Administrator shall provide such reports to the MFS Funds Board of Trustees or a committee thereof as may be required by the Information Security and Privacy Policies or otherwise reasonably requested.”
Section 2. This Amendment shall be construed under and shall be governed by the laws of The Commonwealth of Massachusetts, and the parties hereto agree that proper venue of any action with respect hereto shall be Boston, Massachusetts.
Section 3. This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed in duplicate original by its officers thereunto duly authorized, as of February 15, 2011.
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MASSACHUSETTS FINANCIAL SERVICES COMPANY | |
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By: |
XXXXXX X. XXXXXXX |
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Xxxxxx X. Xxxxxxx |
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Chairman and Chief Executive Officer |
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Each of the Funds listed on Exhibit A | |
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By: |
XXXXX X. XXXXXX |
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Xxxxx X. Xxxxxx |
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Assistant Secretary |
Amendment to Master Administrative Services Agreement (Compass Funds) - Exhibit A
MFS Variable Insurance Trust II
MFS Blended Research Core Equity Portfolio
MFS Blended Research Growth Portfolio
MFS Blended Research Value Portfolio
MFS Bond Portfolio
MFS Core Equity Portfolio
MFS Emerging Markets Equity Portfolio
MFS Global Governments Portfolio
MFS Global Growth Portfolio
MFS Global Research Portfolio
MFS Global Tactical Allocation Portfolio
MFS Government Securities Portfolio
MFS Growth Portfolio
MFS High Yield Portfolio
MFS International Growth Portfolio
MFS International Value Portfolio
MFS Massachusetts Investors Growth Stock Portfolio
MFS Mid Cap Growth Portfolio
MFS Money Market Portfolio
MFS New Discovery Portfolio
MFS Research International Portfolio
MFS Strategic Income Portfolio
MFS Technology Portfolio
MFS Total Return Portfolio
MFS Utilities Portfolio
MFS Value Portfolio
Compass Products
Capital Appreciation Variable Account
Global Governments Variable Account
Government Securities Variable Account
High Yield Variable Account
Money Market Variable Account
Total Return Variable Account
