0001104659-11-023680 Sample Contracts

MASTER ADMINISTRATIVE SERVICES AGREEMENT (COMPASS) Amended and Restated January 1, 2008 Exhibit A revised as of: January 1, 2009 November 1, 2010 Exhibit D revised as of: August 1, 2008 January 1, 2009 August 1, 2009 January 1, 2010 January 1, 2011
Master Administrative Services Agreement • April 28th, 2011 • Money Market Variable Account /Ma/

In return for the Administrative Services provided by the Administrator under this Agreement, the Funds shall pay the Administrator each calendar year (the “Contract Period”) a fee in an aggregate amount approved by the MFS Variable Insurance Trust II and Compass 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 2011, the Approved Annual Fee is $2,567,936.

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AMENDMENT TO MASTER ADMINISTRATIVE SERVICES AGREEMENT (COMPASS)
Master Administrative Services Agreement • April 28th, 2011 • Money Market Variable Account /Ma/ • Massachusetts

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

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