0001193125-18-211620 Sample Contracts

SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • July 2nd, 2018 • Master Investment Portfolio II • New York

AGREEMENT dated [ ], 2018, between BlackRock Advisors, LLC (the “Advisor”), and BlackRock Fund Advisors, a corporation organized under the laws of California (the “Sub-Advisor”).

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PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • July 2nd, 2018 • Master Investment Portfolio II • New York

AGREEMENT made as of the [ ] day of [ ], 2018, between MASTER INVESTMENT PORTFOLIO II, a Delaware statutory trust (the “Trust”), on behalf of itself and each of its series listed on Appendix A, as such Appendix may be amended from time to time (each, a “Series”) and BLACKROCK INVESTMENTS, LLC, a Delaware limited liability company (the “Placement Agent”).

INVESTMENT ADVISORY CONTRACT MASTER INVESTMENT PORTFOLIO II Wilmington, Delaware 19809
Master Investment Portfolio II • July 2nd, 2018

This will confirm the investment advisory agreement (the “Agreement”) between Master Investment Portfolio II (the “Trust”), on behalf of each of its series set forth on Schedule A attached hereto, as such Schedule may be amended from time to time (each, a “Master Portfolio”), and BlackRock Advisors, LLC (“BlackRock” or the “Adviser”) as follows:

ADMINISTRATION AGREEMENT Master Investment Portfolio II
Administration Agreement • July 2nd, 2018 • Master Investment Portfolio II • New York

This Administration Agreement, dated [ ], 2018, between Master Investment Portfolio II (the “Trust”) and BlackRock Advisors, LLC (“BlackRock”), confirms the agreement between the Trust on behalf of its master portfolios listed in the attached Appendix A, as such Appendix may be amended from time to time (collectively, the “Master Portfolios”) and BlackRock. Absent written notification to the contrary by either the Trust or BlackRock, each new master portfolio of the Trust established in the future shall automatically become a “Master Portfolio” for all purposes hereunder and shall be added to Appendix A with the Administration Fee specified for the Master Portfolio in the Trust’s then effective Registration Statement filed by the Trust under the Investment Company Act of 1940, as amended (the “Act”).

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