INVESTMENT MANAGEMENT AGREEMENT for MML iShares® 80/20 Allocation FundInvestment Management Agreement • February 12th, 2021 • MML Series Investment Fund II • Massachusetts
Contract Type FiledFebruary 12th, 2021 Company JurisdictionThis INVESTMENT MANAGEMENT AGREEMENT (the “Management Agreement”), dated as of [ , 2021], is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MML Series Investment Fund II, a Massachusetts business trust (the “Trust”), on behalf of its series MML iShares 80/20 Allocation Fund (the “Fund”).
INVESTMENT SUBADVISORY AGREEMENTInvestment Subadvisory Agreement • February 12th, 2021 • MML Series Investment Fund II • Massachusetts
Contract Type FiledFebruary 12th, 2021 Company JurisdictionThis Investment Subadvisory Agreement (this “Subadvisory Agreement”), is by and between Invesco Advisers, Inc. (the “Subadviser”) and MML Investment Advisers, LLC, a Delaware limited liability company (“MML Advisers”), for the MML Equity Momentum Fund (the “Fund”), a series of MML Series Investment Fund II (the “Trust”), a Massachusetts business trust which is an open-end management investment company registered as such with the Securities and Exchange Commission (the “Commission”) pursuant to the Investment Company Act of 1940, as amended (the “Act”), effective as of the 18th day of November, 2020.
PARTICIPATION AGREEMENTParticipation Agreement • February 12th, 2021 • MML Series Investment Fund II • Delaware
Contract Type FiledFebruary 12th, 2021 Company JurisdictionTHIS AGREEMENT, dated as of 11/18/2020 among MML Series Investment Fund II a: ¤ business trust, ¡ statutory trust, ¡ corporation, organized under the laws the Commonwealth of Massachusetts, ("Investing Party"), on behalf of itself or its separate series listed on Schedule A, severally and not jointly (each, an "Investing Fund", as defined below), iShares Trust and iShares U.S. ETF Trust, business trusts organized under the laws of the State of Delaware, and iShares, Inc., and iShares U.S. ETF Company, Inc., corporations organized under the laws of the State of Maryland, each on behalf of its respective iShares series, severally and not jointly (each an "iShares Fund" and collectively the "iShares Funds").1
INVESTMENT SUB-SUB-ADVISORY AGREEMENTInvestment Sub-Sub-Advisory Agreement • February 12th, 2021 • MML Series Investment Fund II • Delaware
Contract Type FiledFebruary 12th, 2021 Company JurisdictionThis Agreement is made and entered into this 18th day of November 2020, by and among Invesco Advisers, Inc., a Delaware corporation and registered investment adviser (the “Sub-Adviser”) and Invesco Capital Management LLC, a limited liability corporation organized in the State of Delaware and registered investment adviser (the “Sub-Sub-Adviser” each a “Party”).
AMENDMENT DATED DECEMBER 16, 2020 TO AMENDED AND RESTATED ADMINISTRATIVE AND SHAREHOLDER SERVICES AGREEMENT for MML Series Investment Fund IIAdministrative and Shareholder Services Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyThe Trust, on behalf of each Fund, and the Manager wish to amend the Agreement by replacing Article II: Expenses: in its entirety with the following:
FORM OF EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyThis EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MML Series Investment Fund II, a Massachusetts business trust (the “Trust”), effective as of the 1st day of May, 2021.
Form of Appendix ASub-Administration Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyAs of [], 2021 this Appendix A forms a part of the Sub-Administration Agreement dated as of April 1, 2014 (the “Consolidated Agreement”) between State Street Bank and Trust Company, MML Investment Advisers, LLC, and the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund, and MML Series Investment Fund II. As of [ ], 2021, this Appendix A supersedes any previous versions of said Appendix.
Schedule VII.AMaster Repurchase Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyThis Schedule VII.A is effective as of September 15, 2020 and shall supersede any previous version of Schedule VII.A executed by the parties hereto in relation to the Agreement and shall form part of Annex VII to the Agreement as a new Schedule VII.A.
Form of Appendix ACustodian Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyAs of [____, 2021], this Appendix A forms a part of the Amended, Restated and Consolidated Custodian Agreement dated as of January 1, 2008, as amended (the “Consolidated Agreement”) between State Street Bank and Trust Company, the MassMutual Select Cayman Global Allocation Fund I, Ltd., and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of [_____, 2021], this Appendix A supersedes any previous versions of said Appendix.
SEVENTEENTH AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II ON BEHALF OF THEIR RESPECTIVE...Securities Lending Agency Agreement • February 12th, 2021 • MML Series Investment Fund II • Massachusetts
Contract Type FiledFebruary 12th, 2021 Company JurisdictionThis Seventeenth Amendment (this "Amendment") dated 29 June, 2020 is between each of MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A to the Agreement (as defined below), which may be amended from time to time, (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”) acting either directly or through its subsidiaries or affiliates.
Form of Schedule VII.ASchedule vii.a to the Master Repurchase Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyThis Schedule VII.A is effective as of [____,] 2021 and shall supersede any previous version of Schedule VII.A executed by the parties hereto in relation to the Agreement and shall form part of Annex VII to the Agreement as a new Schedule VII.A.
FORM OF FIRST AMENDMENT TO THE PARTICIPATION AGREEMENTParticipation Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyThis First Amendment, effective as of [ , 2021], is by and among MML Series Investment Fund II (“Investing Party”) on behalf of itself or its separate series listed on Schedule A, severally and not jointly (each, an “Investing Fund”), iShares Trust, iShares U.S. ETF Trust, iShares, Inc., and iShares U.S. ETF Company, Inc., each on behalf of its respective iShares series, severally and not jointly (each an “iShares Fund” and collectively the “iShares Funds”). This Amendment amends the Participation Agreement (the “Agreement”) dated November 18, 2020. All capitalized terms used herein and not otherwise defined shall have the meaning ascribed such terms in the Agreement.
Form of Appendix ADelegation Agreement • February 12th, 2021 • MML Series Investment Fund II
Contract Type FiledFebruary 12th, 2021 CompanyAs of [ ], 2021, this Appendix A forms a part of the Amended, Restated, and Consolidated Delegation Agreement dated as of January 1, 2008 (the “Consolidated Agreement”) between State Street Bank and Trust Company, the MassMutual Select Cayman Global Allocation Fund I, Ltd., and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of [ ], 2021, this Appendix A supersedes any previous versions of said Appendix.