FORM OF INVESTMENT ADVISORY AGREEMENTForm of Investment Advisory Agreement • October 26th, 2012 • MFS Series Trust XII
Contract Type FiledOctober 26th, 2012 CompanyINVESTMENT ADVISORY AGREEMENT, dated this day of , 2012, 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”).