0001104659-17-011465 Sample Contracts

AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • February 24th, 2017 • MFS Variable Insurance Trust Ii • Massachusetts

WHEREAS, MFS Variable Insurance Trust II, (the “Fund”) is a party to a Distribution Agreement, as amended, (the “Agreement”) with MFS Fund Distributors, Inc. (the “Distributor”); and

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AMENDMENT TO SHAREHOLDER SERVICING AGENT AGREEMENT
Shareholder Servicing Agent Agreement • February 24th, 2017 • MFS Variable Insurance Trust Ii • Massachusetts

WHEREAS, MFS Variable Insurance Trust II, (the “Fund”) is a party to a Shareholder Servicing Agent Agreement, as amended, (the “Agreement”) with MFS Service Center, Inc. (“MFSC”); and

AMENDMENT TO INVESTMENT ADVISORY AGREEMENT
Advisory Agreement • February 24th, 2017 • MFS Variable Insurance Trust Ii

AMENDMENT effective as of April 29, 2016 to the Investment Advisory Agreement dated January 1, 2012 (the “Agreement”) by and between MFS Variable Insurance Trust II (the “Trust”) on behalf of the MFS Blended Research Core Equity Portfolio (the “Fund”), a series of the Trust, and Massachusetts Financial Services Company, a Delaware corporation (the “Adviser”).

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