0001193125-11-021583 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust • New York

AGREEMENT, dated as of January 14, 2011, by and between AXA Equitable Life Insurance Company, a New York corporation (the “Manager”), and Knightsbridge Asset Management, LLC (“Adviser”), a California limited liability company.

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AMENDMENT NO. 7 GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • February 2nd, 2011 • Axa Premier Vip Trust

Amendment No. 7 dated as of December 1, 2010 (“Amendment No. 7”), to the Global Custody Agreement, dated as of December 31, 2001, as amended (“Agreement”), by and between AXA Premier VIP Trust (“Trust”) and JPMorgan Chase Bank (“JPMorgan”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

AXA PREMIER VIP TRUST AMENDMENT NO. 2 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 2 to the Investment Advisory Agreement effective as of March 1, 2010 (“Amendment No. 2”) between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and Institutional Capital LLC (“ICAP” or “Adviser”).

AXA PREMIER VIP TRUST AMENDMENT NO. 1 INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust • New York

AMENDMENT NO. 1 dated as of September 20, 2010 (“Amendment No. 1”) to the Investment Advisory Agreement dated as of August 1, 2008 (the “Agreement”) between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and Goodman & Company N.Y. Ltd., a corporation organized under the laws of the Province of Ontario (the “Adviser”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

AMENDMENT NO. 3 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 3 to the Investment Management Agreement (“Amendment No. 3”), dated as of August 1, 2010, between AXA Premier VIP Trust, a Delaware statutory trust (the “Trust”) and AXA Equitable Life Insurance Company, a New York stock life insurance company (“AXA Equitable”).

AXA PREMIER VIP TRUST AMENDMENT NO. 1 INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 1 to the Investment Advisory Agreement dated as of September 20, 2010 (“Amendment No. 1”), between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and Westfield Capital Management Company, L.P., a limited partnership organized under the laws of the State of Delaware (the “Adviser”).

AMENDMENT NO. 4 MUTUAL FUNDS SERVICES AGREEMENT
Mutual Funds Services Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 4 to the Mutual Fund Services Agreement dated as of August 1, 2010, between AXA Premier VIP Trust, a business trust organized under Delaware law (the “Trust”) and AXA Equitable Life Insurance Company (“AXA Equitable”), a New York stock life insurance company (“AXA Equitable” or “Administrator”) (“Amendment No. 4”).

AXA PREMIER VIP TRUST AMENDMENT NO. 4 SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 4 to the Second Amended and Restated Investment Advisory Agreement dated as of January 10, 2011 (“Amendment No. 4”), between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and Wellington Management Company, LLP, a limited liability partnership organized under the laws of the Commonwealth of Massachusetts (“Adviser”).

AXA PREMIER VIP TRUST AMENDMENT NO. 3 INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 3 to the Investment Advisory Agreement dated as of September 28, 2010 (“Amendment No. 3”), between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and T. Rowe Price Associates, Inc., a Maryland corporation (the “Adviser”).

AXA PREMIER VIP TRUST AMENDMENT NO. 3 SECOND AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • February 2nd, 2011 • Axa Premier Vip Trust

AMENDMENT NO. 3 to the Second Amended and Restated Investment Advisory Agreement dated as of September 4, 2009 (“Amendment No. 3”), between AXA Equitable Life Insurance Company, a New York corporation (“AXA Equitable” or “Manager”) and Wellington Management Company, LLP, a limited liability partnership organized under the laws of the Commonwealth of Massachusetts (“Adviser”).

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