0001193125-15-406392 Sample Contracts

FORM OF EQ ADVISORS TRUST INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • December 17th, 2015 • Eq Advisors Trust • New York

SUB-ADVISORY AGREEMENT, effective as of [ , 2016], by and between AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (the “Manager”), and QS Investors, LLC, a Delaware limited liability company (“Sub-Adviser”).

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AMENDMENT NO. 15 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 15 effective as of September 1, 2015 (“Amendment No. 15”), to the Investment Management Agreement, dated as of May 1, 2011 as amended (“Agreement”), between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (“FMG LLC” or “Manager”).

FORM OF AMENDMENT NO. 3 TO THE AMENDED AND RESTATED MUTUAL FUNDS SERVICE AGREEMENT
Mutual Funds Service Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 3, effective as of [ , 2016] (“Amendment No. 3”) to the Amended and Restated Mutual Funds Service Agreement dated as of April 1, 2015, as amended (“Agreement”), between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Funds Management Group, LLC, a Delaware limited liability company (“FMG LLC” or “Administrator”).

AMENDMENT NO. 6 AMENDED AND RESTATED DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC - CLASS IA SHARES
Distribution Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 6 to the Amended and Restated Distribution Agreement (“Amendment No. 6”), dated as of July 14, 2015 between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

FORM OF AMENDMENT NO. 7 SECOND AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • December 17th, 2015 • Eq Advisors Trust

Amendment No. 7, dated as of [ , 2016] (“Amendment No. 7”), to the Second Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), AXA Equitable Life Insurance Company, AXA Equitable Funds Management Group, LLC and AXA Distributors, LLC (collectively, the “Parties”).

FORM OF AMENDMENT NO. 13 EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • December 17th, 2015 • Eq Advisors Trust

Amendment No. 13, effective as of [ , 2016] (“Amendment No. 13”) to the Expense Limitation Agreement dated as of May 1, 2011, as amended (“Agreement”), between AXA Equitable Funds Management Group, LLC (“FMG LLC” or the “Manager”) and EQ Advisors Trust (the “Trust”).

FORM OF AMENDMENT NO. 8 AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • December 17th, 2015 • Eq Advisors Trust

Amendment No. 8, dated as of [ , 2016] (“Amendment No. 8”), to the Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company of America and AXA Distributors, LLC (collectively, the “Parties”).

AMENDMENT NO. 4 PARTICIPATION AGREEMENT
Participation Agreement • December 17th, 2015 • Eq Advisors Trust

Amendment No. 4, dated as of April 30, 2015 (“Amendment No. 4”), to the Participation Agreement, dated as of October 1, 2013, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company and AXA Distributors, LLC (collectively, the “Parties”).

FORM OF AMENDMENT NO. 9 DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS K SHARES
Distribution Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 9, dated as of [ , 2016] (“Amendment No. 9”) to the Distribution Agreement dated as of August 1, 2011, as amended (the “Agreement”) between EQ Advisors Trust, a Delaware statutory trust (the “Trust”), and AXA Distributors, LLC (the “Distributor”), relating to Class K shares.

AMENDMENT NO. 1 TO THE AMENDED AND RESTATED MUTUAL FUNDS SERVICE AGREEMENT
Mutual Funds Service Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 1 to the Amended and Restated Mutual Funds Service Agreement dated as of July 14, 2015 between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Funds Management Group, LLC a Delaware limited liability company (“FMG LLC” or “Administrator”) (“Amendment No. 1”).

FORM OF AMENDMENT NO. 28 AMENDED AND RESTATED GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • December 17th, 2015 • Eq Advisors Trust

Amendment No. 28, dated as of [ , 2016] (“Amendment No. 28”), to the Amended and Restated Global Custody Agreement, dated as of February 1, 2002, as amended (“Agreement”), by and between EQ Advisors Trust (“Trust”), on behalf of each of the portfolios designated on Schedule C, and JPMorgan Chase Bank, N.A. (“Bank”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

AMENDMENT NO. 2 TO THE AMENDED AND RESTATED MUTUAL FUNDS SERVICE AGREEMENT
Mutual Funds Service Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 2, effective as of September 1, 2015 (“Amendment No. 2”) to the Amended and Restated Mutual Funds Service Agreement dated as of April 1, 2015 (“Agreement”) between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Funds Management Group, LLC a Delaware limited liability company (“FMG LLC” or “Administrator”).

FORM OF AMENDMENT NO. 25 AMENDED AND RESTATED DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS IB SHARES
Distribution Agreement • December 17th, 2015 • Eq Advisors Trust

AMENDMENT NO. 25, dated as of [ , 2016] (“Amendment No. 25”) to the Amended and Restated Distribution Agreement, dated as of July 15, 2002, as amended (the “Agreement”) between EQ Advisors Trust, a Delaware statutory trust (the “Trust”), and AXA Distributors, LLC (the “Distributor”), relating to Class IB shares.

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