INVESTMENT MANAGEMENT AGREEMENT for MML iShares® 60/40 Allocation FundInvestment Management Agreement • April 30th, 2021 • MML Series Investment Fund II • Massachusetts
This INVESTMENT MANAGEMENT AGREEMENT (the “Management Agreement”), dated as of May 1, 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® 60/40 Allocation Fund (the “Fund”).
INVESTMENT SUBADVISORY AGREEMENTInvestment Subadvisory Agreement • April 30th, 2021 • MML Series Investment Fund II • Massachusetts
This Investment Subadvisory Agreement (this “Subadvisory Agreement”), is by and between BlackRock Investment Management, LLC (the “Subadviser”) and MML Investment Advisers, LLC, a Delaware limited liability company (“MML Advisers”), for the MML iShares® 60/40 Allocation 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 1st day of May, 2021.
SUB-SUB-ADVISORY AGREEMENTSub-Sub-Advisory Agreement • April 30th, 2021 • MML Series Investment Fund II • Massachusetts
This SUB-SUB-ADVISORY AGREEMENT, dated as of May 1, 2021 (the “Agreement”), is made by and between BARINGS LLC, a Delaware limited liability company (the “Sub-Adviser”), and BARING INTERNATIONAL INVESTMENT LIMITED, a private limited company incorporated under the laws of England and Wales (the “Sub-Sub-Adviser”).
Form of ELEVENTH AMENDMENT TO PARTICIPATION AGREEMENTParticipation Agreement • April 30th, 2021 • MML Series Investment Fund II
Massachusetts Mutual Life Insurance Company, C.M. Life Insurance Company, and MML Bay State Life Insurance Company (individually and collectively, the “Company”), MML Series Investment Fund II (“MML Trust”), a business trust organized under the laws of the Commonwealth of Massachusetts, and MML Investment Advisers, LLC (the “Adviser”), a Delaware limited liability company, entered into a certain participation agreement dated November 17, 2005 (the “Participation Agreement”). This Amendment (the “Amendment”) to the Participation Agreement is entered into as of [__________], 2021, by and among the Company, on its own behalf and on behalf of each separate account of the Company as set forth in the Participation Agreement, as may be amended from time to time (individually and collectively the “Accounts”), MML Trust, and the Adviser (collectively, the “Parties”).
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • April 30th, 2021 • MML Series Investment Fund II
This 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.
Schedule VII.AMML Series Investment Fund II • April 30th, 2021
This Schedule VII.A is effective as of March 31, 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 Schedule VII.AMML Series Investment Fund II • April 30th, 2021
This 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.
AMENDMENT ONE DATED MAY 1, 2021 TO INVESTMENT SUB-ADVISORY AGREEMENT for MML Short-Duration Bond FundMML Series Investment Fund II • April 30th, 2021
WHEREAS, Massachusetts Mutual Life Insurance Company (“MassMutual”) and Babson Capital Management LLC (now known as Barings LLC) (the “Sub-Adviser”) entered into an Investment Sub-Advisory Agreement (the “Agreement”), effective as of May 1, 2010, relating to the MML Short-Duration Bond Fund (the “Fund”); and
AMENDED SCHEDULE A DATED MAY 1, 2021 TO PARTICIPATION AGREEMENT DATED NOVEMBER 18, 2020Participation Agreement • April 30th, 2021 • MML Series Investment Fund II
Schedule A of the Participation Agreement by and among MML Series Investment Fund II on behalf of itself or its separate series listed on Schedule A, severally and not jointly, 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 is deleted in its entirety and replaced with Schedule A below.
FORM OF SPONSORED MEMBER JOINDER AGREEMENTMML Series Investment Fund II • April 30th, 2021
The funds listed below, being represented by the undersigned, hereby agree to be bound by all of the provisions of the FIXED INCOME CLEARING CORPORATION SPONSORED MEMBERSHIP AGREEMENT, dated October 10, 2017, by and between the Fixed Income Clearing Corporation, State Street Bank and Trust Company, and MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund, and MML Series Investment Fund II, each on behalf of its series set forth on Schedule 1 thereto or on Sponsored Member Joinder Agreements.
AMENDMENT TWO DATED MAY 1, 2021 TO INVESTMENT SUB-ADVISORY AGREEMENT for MML Inflation-Protected and Income FundInvestment Sub-Advisory Agreement • April 30th, 2021 • MML Series Investment Fund II
WHEREAS, Massachusetts Mutual Life Insurance Company (“MassMutual”) and Babson Capital Management LLC (now known as Barings LLC) (the “Sub-Adviser”) entered into an Investment Sub-Advisory Agreement (the “Agreement”), effective as of May 1, 2005, as amended, relating to the MML Inflation-Protected Bond Fund (now known as MML Inflation-Protected and Income Fund) (the “Fund”); and
Appendix AAppendix A • April 30th, 2021 • MML Series Investment Fund II
As of May 1, 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 May 1, 2021, this Appendix A supersedes any previous versions of said Appendix.
AMENDMENT DATED MAY 1, 2021 TO AMENDED AND RESTATED ADMINISTRATIVE AND SHAREHOLDER SERVICES AGREEMENT for MML Series Investment Fund IIAnd Shareholder Services Agreement • April 30th, 2021 • MML Series Investment Fund II
The Trust, on behalf of each Fund, and the Manager wish to amend the Agreement by replacing Exhibit B in its entirety with the following:
EIGHTEENTH 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 • April 30th, 2021 • MML Series Investment Fund II • Massachusetts
This Eighteenth Amendment (this “Amendment”) dated May 1, 2021 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.
AMENDMENT TWO DATED MAY 1, 2021 TO INVESTMENT SUB-ADVISORY AGREEMENT for MML Managed Bond FundMML Series Investment Fund II • April 30th, 2021
WHEREAS, Massachusetts Mutual Life Insurance Company (“MassMutual”) and Babson Capital Management LLC (now known as Barings LLC) (the “Sub-Adviser”) entered into an Investment Sub-Advisory Agreement (the “Agreement”), effective as of May 1, 2005, as amended, relating to the MML Managed Bond Fund (the “Fund”); and
Appendix AAppendix A • April 30th, 2021 • MML Series Investment Fund II
As of May 1, 2021, this Appendix A forms a part of the Amended, Restated, and Consolidated Delegation 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 May 1, 2021, this Appendix A supersedes any previous versions of said Appendix.
AMENDMENT NUMBER 4 TO SUB-ADMINISTRATION AGREEMENTSub-Administration Agreement • April 30th, 2021 • MML Series Investment Fund II
This Amendment to the Sub-Administration Agreement (the “Amendment”) is made as of April 19, 2021 and effective as of November 1, 2020 by and between MML Investment Advisers, LLC (the “Administrator”) and State Street Bank and Trust Company, a Massachusetts trust company (the “Sub-Administrator”).
AMENDMENT DATED MAY 1, 2021 TO AMENDED AND RESTATED SUB-ADMINISTRATIVE SERVICES AND SHAREHOLDER SERVICES AGREEMENTShareholder Services Agreement • April 30th, 2021 • MML Series Investment Fund II
WHEREAS, Massachusetts Mutual Life Insurance Company, a mutual life insurance company organized and existing under the laws of the Commonwealth of Massachusetts ("MassMutual"), and MML Investment Advisers, LLC, a Delaware limited liability company ("MML Advisers"), have entered into an Amended and Restated Sub-Administrative Services and Shareholder Services Agreement dated as of January 9, 2015 (the “Agreement”).
Form of INVESTMENT COMPANY PORTFOLIO JOINDER AGREEMENTJoinder Agreement • April 30th, 2021 • MML Series Investment Fund II
Each of the funds listed below, being represented by the undersigned, hereby agrees to become a party to, and to be bound by all of the provisions of, the Reimbursement and Security Agreement, dated September 14, 2017, by and between State Street Bank and Trust Company, a Massachusetts trust company with a place of business at State Street Financial Center, One Lincoln Street, Boston, Massachusetts 02111, and the undersigned registered investment company, of which each of the funds listed below is a portfolio.
