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)...
EXHIBIT NO. 99.(h) 5
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)
June 22, 2007 (Termination of AGF, MVF, IBF and MMB)
June 29, 2007 (Addition of CCA, CXE, CMK, CIF, CXH, CMU)
August 1, 2007 (Termination of MFS Institutional International Research Equity Fund and MFS Institutional Municipal Money Market Portfolio)
September 25, 2007 (Redesignation of MFS Government Limited Maturity Fund as MFS Series Trust XV and Addition of MFS Diversified Target Return Fund)
April 1, 2008 (Redesignation of MFS Emerging Growth Fund as MFS Growth Fund)
May 1, 2008 (Redesignation of MFS Emerging Growth Series as MFS Growth Series)
June 1, 2008 (Redesignation of MFS Union Standard Equity Fund as MFS Blended Research Core Equity Fund)
September 23, 2008 (Addition of MFS Commodity Strategy Fund and MFS Fundamental 103/30 Fund, each a series of MFS Series Trust XV, and MFS Global Real Estate Fund, a series of MFS Series Trust XIII)
July 31, 2009 (Termination of MFS Floating Rate High Income Fund, MFS New Endeavor Fund, MFS Strategic Value Fund, and MFS Money Market Series)
May 31, 2010 (Addition of MFS Global Bond Fund)
July 21, 2010 (Addition of MFS Asia Pacific Ex-Japan Fund, MFS European Equity Fund, MFS Latin American Equity Fund, and MFS Lifetime 2050 Fund)
October 1, 2010 (Redesignation of MFS California Insured Municipal Fund to MFS California Municipal Fund)
February 15, 2011 (Addition of MFS Absolute Return Fund and MFS Global Multi-Asset Fund)
April 12, 2011 (Addition of MFS New Discovery Value Fund and Termination of MFS Research Bond Fund J)
July 20, 2011 (Addition of MFS Global Brands Fund and MFS Emerging Markets Debt Local Currency Fund)
September 13, 2011 (Redesignation of MFS Global Brands Fund to MFS Global Leaders and MFS Sector Rotational Fund to MFS Equity Opportunities Fund, and Termination of MFS Core Growth Fund)
October 18, 2011 (Addition of MFS Global New Discovery Fund)
July 17, 2012 (Addition of MFS Equity Income Fund, MFS High Yield Pooled Portfolio, MFS Lifetime 2015 Fund, MFS Lifetime 2025 Fund, MFS Lifetime 2035, MFS Lifetime 2045, and MFS Lifetime 2055 Fund)
Exhibit D, as revised:
January 1, 2008 (Revised Fee Schedule)
August 1, 2008
January 1, 2009
August 1, 2009
January 1, 2010
January 1, 2011 (Approved February 15, 2011)
January 1, 2011 (Approved April 12, 2011)
January 1, 2012 (Approved February 14, 2012)
July 17, 2012
As of July 17, 2012
Master Administrative Services Agreement - Exhibit A
Funds
MFS Family of Funds
MFS Series Trust I:
MFS Cash Reserve Fund
MFS Core Equity Fund
MFS Global Leaders Fund
MFS New Discovery Fund
MFS Research International Fund
MFS Technology Fund
MFS Value Fund
MFS Series Trust II:
MFS Growth Fund
MFS Series Trust III:
MFS High Income Fund
MFS High Yield Pooled Portfolio
MFS High Yield Opportunities Fund
MFS Municipal High Income Fund
MFS Series Trust IV:
MFS Global New Discovery Fund
MFS Government Money Market Fund
MFS Mid Cap Growth Fund
MFS Money Market Fund
MFS Series Trust V:
MFS International New Discovery Fund
MFS Research Fund
MFS Total Return Fund
MFS Series Trust VI:
MFS Global Equity Fund
MFS Global Total Return Fund
MFS Utilities Fund
MFS Series Trust VII:
MFS Asia Pacific Ex-Japan Fund
MFS Equity Income Fund
MFS European Equity Fund
MFS Latin American Equity Fund
MFS Series Trust VIII:
MFS Global Growth Fund
MFS Strategic Income Fund
MFS Series Trust IX:
MFS Bond Fund
MFS Inflation-Adjusted Bond Fund
MFS Limited Maturity Fund
MFS Municipal Limited Maturity Fund
MFS Research Bond Fund
MFS Series Trust X:
MFS Absolute Return Fund
MFS Aggressive Growth Allocation Fund
MFS Conservative Allocation Fund
MFS Emerging Markets Debt Fund
MFS Emerging Markets Debt Local Currency Fund
MFS Emerging Markets Equity Fund
MFS Global Bond Fund
MFS Growth Allocation Fund
MFS International Diversification Fund
MFS International Growth Fund
MFS International Value Fund
MFS Moderate Allocation Fund
MFS Series Trust XI:
MFS Mid Cap Value Fund
MFS Blended Research Core Equity Fund
MFS Equity Opportunities Fund
MFS Lifetime Retirement Income Fund
MFS Lifetime 2010 Fund
MFS Lifetime 2015 Fund
MFS Lifetime 2020 Fund
MFS Lifetime 2025 Fund
MFS Lifetime 2030 Fund
MFS Lifetime 2035 Fund
MFS Lifetime 2040 Fund
MFS Lifetime 2045 Fund
MFS Lifetime 2050 Fund
MFS Lifetime 2055 Fund
MFS Diversified Income Fund
MFS Global Real Estate Fund
MFS Government Securities Fund
MFS New Discovery Value Fund
MFS Series Trust XV:
MFS Commodity Strategy Fund
MFS Diversified Target Return Fund
MFS Series Trust XVI:
MFS Global Multi-Asset Fund
MFS Municipal Series Trust:
MFS Alabama Municipal Bond Fund
MFS Arkansas Municipal Bond Fund
MFS California Municipal Bond Fund
MFS Florida Municipal Bond Fund
MFS Georgia Municipal Bond Fund
MFS Maryland Municipal Bond Fund
MFS Massachusetts Municipal Bond Fund
MFS Mississippi Municipal Bond Fund
MFS New York Municipal Bond Fund
MFS North Carolina Municipal Bond Fund
MFS Pennsylvania Municipal Bond Fund
MFS South Carolina Municipal Bond Fund
MFS Tennessee Municipal Bond Fund
MFS Virginia Municipal Bond Fund
MFS West Virginia Municipal Bond Fund
MFS Municipal Income Fund
Massachusetts Investors Growth Stock Fund
Massachusetts Investors Trust
MFS Closed-End Funds
MFS Charter Income Trust
MFS Government Markets 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 Municipal Trust
MFS Investment Grade Municipal Trust
MFS High Yield Municipal Trust
MFS Institutional Funds
MFS Institutional International Equity Fund
MFS Institutional Large Cap Value Fund
MFS Variable Insurance Trust:
MFS Core Equity Series
MFS Global Equity Series
MFS Growth Series
MFS High Income Series
MFS Investors Growth Stock Series
MFS Investors Trust Series
MFS Mid Cap Growth Series
MFS New Discovery Series
MFS Research Bond Series
MFS Research International Series
MFS Research Series
MFS Strategic Income Series
MFS Total Return Series
MFS Utilities Series
MFS Value Series
Master Administrative Services Agreement - Exhibit D
Administrative Fee
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 year 2012, the Approved Annual Fee is $12,942,777.
(i) Fixed Fee: Regardless of asset size, each Fund shall pay an annual fee to the Administrator in the amount of $17,500. If during the Contract Period a Fund either joins the Agreement pursuant to Section 9(d) or terminates pursuant to Section 8, a pro rata fixed fee will be charged for the portion of the calendar year that the Fund is a party to this Agreement.
(ii) Asset-Based Fee: In addition to the Fixed Fee, each Fund, other than Funds that invest substantially all of their assets in other Funds (“Asset Allocation Funds”) and MFS High Yield Pooled Portfolio1, shall pay a fee at an annual rate, stated as a percentage of the average daily net assets of the Fund on all net assets in excess of $50 million up to $4.0 billion, equal to a rate which when applied to the Fund’s net assets in excess of such minimum, other than the Asset Allocation Funds, MFS High Yield Pooled Portfolio, and the MFS Institutional Money Market Portfolio, as of the end of the calendar month prior to such determination, and when added to the Fixed Fees, is reasonably calibrated to pay the Administrator the Approval Annual Fee for the applicable Contract Period. As necessary, the rate shall be adjusted from time to time based on the then current asset levels, in the discretion of the Administrator, if changes in asset levels warrant such adjustment. The Administrator shall report any changes to the asset based fee to the MFS Funds Board for ratification at the next Board meeting following such change and shall report semi-annually to the MFS Funds Board the actual amount of payments received by the Administrator (report to the September Board meeting for payments for the six-month period ending June 30 and to the February meeting for payments for the six and twelve month periods ending December 31). If during a Contract Period Funds either join the Agreement pursuant to Section 9(d) or terminate pursuant to Section 8, the asset-based fee shall be adjusted, if necessary, so that the total of payments expected to be paid by the Funds will continue to be reasonably calibrated to pay the Administrator the Approved Annual Fee for the applicable Contract Period.
IN WITNESS WHEREOF, the parties hereto have caused this Exhibit D to be signed by their respective officers thereunto duly authorized and their respective corporate seals to be hereunto affiliated, as of the date first written above.
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On behalf of the MFS Family of Funds, MFS Closed-End Funds and MFS Institutional Funds listed on Exhibit A to this Agreement |
1 The Asset Allocation Funds and MFS High Yield Pooled Portfolio will only be charged the fixed fee of $17,500. The Asset Allocation Funds already incur administrative services fees indirectly through their holdings in the underlying Funds and the Funds investing in the MFS High Yield Pooled Portfolio already incur administrative services fees directly.
