INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • December 29th, 2010 • MFS Series Trust XII • Massachusetts
Contract Type FiledDecember 29th, 2010 Company JurisdictionINVESTMENT ADVISORY AGREEMENT, dated this 14th day of September, 2010, by and between MFS SERIES TRUST XII, a Massachusetts business trust (the “Trust”), on behalf of its series of shares (each a “Fund”) listed on Appendix A attached hereto, and MASSACHUSETTS FINANCIAL SERVICES COMPANY, a Delaware corporation (the “Adviser”).