FEE REDUCTION AGREEMENT AGREEMENT effective as of May 1, 2011, between Eaton Vance Mutual Funds Trust (the "Trust") on behalf of its series, Eaton Vance Tax-Managed Equity Asset Allocation Fund (the "Fund"), and Eaton Vance Management (the "Adviser")....Fee Reduction Agreement Agreement • December 29th, 2011 • Eaton Vance Mutual Funds Trust
FEE REDUCTION AGREEMENT AGREEMENT effective as of May 1, 2011, between Eaton Vance Mutual Funds Trust (the "Trust") on behalf of its series, Eaton Vance Tax-Managed Equity Asset Allocation Fund (the "Fund"), and Eaton Vance Management (the "Adviser"). WHEREAS, the Trust on behalf of the Fund has entered into an Investment Advisory Agreement ("Advisory Agreement") with the Adviser, which Advisory Agreement provides that the Adviser shall be entitled to receive an asset-based fee payable at specified rates; WHEREAS, the Adviser has agreed with the Board of Trustees of the Trust to reduce the advisory fee rates as described 1 below; and WHEREAS, the Adviser and the Trust wish to memorialize the foregoing in writing; NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and for other good and valuable consideration, receipt of which is hereby acknowledged, the Trust and the Adviser hereby agree as follows: 1.Notwithstanding any provisions of the Advisory
