0000928816-13-000706 Sample Contracts

INVESTMENT SUBADVISORY AGREEMENT Between and Among
Investment Subadvisory Agreement • April 29th, 2013 • John Hancock Funds II • Maryland

This INVESTMENT SUBADVISORY AGREEMENT (“Agreement”), is dated as of the close of business on December 12, 2012, by and between T. Rowe Price Associates, Inc. (the “Adviser”), a corporation organized and existing under the laws of the State of Maryland, United States of America, and T. Rowe Price International Ltd (the “Subadviser”), a corporation organized and existing under the laws of the United Kingdom.

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JOHN HANCOCK FUNDS II AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • April 29th, 2013 • John Hancock Funds II

AMENDMENT (the “Amendment”) made this 12th day of December, 2012, to the Amended and Restated Advisory Agreement dated September 26, 2008, between John Hancock Funds II, a Massachusetts business trust (the “Trust”) and John Hancock Investment Management Services, LLC, a Delaware limited liability company (“JHIMS” or the “Adviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

December 12, 2012 To the Trustees of John Hancock Funds II Boston, MA 02210 Re: Class R4 Rule 12b- 1 Fee Waiver Letter Agreement
John Hancock Funds II • April 29th, 2013

With reference to the Distribution Plan entered into by and between John Hancock Funds, LLC (the "Distributor") and John Hancock Funds II (the "Trust"), on behalf of Class R4 shares of certain series thereof (each, a "Fund" and collectively, the "Funds"), we hereby notify you as follows:

December 12, 2012 To the Trustees of: John Hancock Funds II Boston, MA 02210 Re: Amended and Restated Expense Limitation Agreement and Voluntary Expense Limitation Notice
John Hancock Funds II • April 29th, 2013

With reference to the Amended and Restated Advisory Agreement dated September 26, 2008, entered into by and between John Hancock Investment Management Services, LLC (the “Adviser”) and John Hancock Funds II (the “Trust”), as amended, on behalf of each series of the Trust (each, a “Fund” and collectively, the “Funds”), we hereby notify you as follows:

AMENDMENT TO SUBADVISORY AGREEMENT FRANKLIN MUTUAL ADVISERS, LLC
Subadvisory Agreement • April 29th, 2013 • John Hancock Funds II

AMENDMENT made as of the 1st of October, 2012 to the Subadvisory Agreement dated July 28, 2010 (the “Agreement”), between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”) and Franklin Mutual Advisers, LLC (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

AMENDMENT 3 TO JOHN HANCOCK FUNDS II SUBADVISORY AGREEMENT
John Hancock Funds II • April 29th, 2013

AMENDMENT made as of the 20th day of March, 2013 to the John Hancock Funds II Subadvisory Agreement dated April 28, 2006, as amended (the “Agreement”), between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and RCM Capital Management LLC, a Delaware limited liability company (the “Subadviser”).

JOHN HANCOCK FUNDS II AMENDMENT TO SUBADVISORY AGREEMENT
Subadvisory Agreement • April 29th, 2013 • John Hancock Funds II

AMENDMENT made as of this 12th day of December, 2012 to the Subadvisory Agreement dated April 28, 2006, as amended (the “Agreement”), between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and John Hancock Asset Management a division of Manulife Asset Management (US) LLC, a Delaware limited liability company (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

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