0001193125-08-244341 Sample Contracts

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • November 26th, 2008 • MFS Series Trust Xiii

INVESTMENT ADVISORY AGREEMENT, dated this day of 2008, by and between MFS SERIES TRUST XIII, 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”).

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