Common use of APPOINTMENT OF SUBADVISER Clause in Contracts

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx North American Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio, and collectively, the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio, and collectively, the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Jxxx Xxxxxxx Xxxx Xxxxxxx Funds II Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”the"Portfolios"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Strategic Series (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio, and collectively, the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II I1 (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio,” and collectively, the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Xxxx Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx John Hancock Funds II (the “Trust”"Trxxx") and the xxx xxe terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Exchange-Traded Fund Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each, the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio,” and collectively, the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, shall have full discretionary authority to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx John Hancock Funds II (the “Trust”"Truxx") and the xxx xxx terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust, formerly, Manufacturers Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Capital Series (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser. The Subadviser represents that it is a "bank" as such term is defined in the Investment Advisers Act and, therefore, is not required to be registered under the Investment Advisers Act.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Adviser is the investment adviser to the Portfolios. The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II John Hancock Trust (the “"Trust”") and the terms of this Agreement, to manage the investment managx xxe xxxxxxment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of of, the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”"Portfolio"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Exchange-Traded Fund Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Exchange-Traded Fund Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx John Hancock Funds II (the “Trust”"Truxx") and the xxx xxx terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Capital Series (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, shall have full discretionary authority to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each, the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “‘Trust”) and the die terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority audiority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Variable Insurance Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Joxx Xaxxxxx Xunds III (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”the"Portfolios"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees (the “Trustees”) of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Variable Insurance Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser. The Subadviser represents that it is a "bank" as defined under the Investment Advisers Act.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II NASL Series Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust Trust, the Adviser and Adviserthe Subadviser. The Trust, the Adviser and the Subadviser shall not be considered as partners or participants in a joint venture.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolio” or “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Exchange-Traded Fund Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfoliosthe“Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Jxxx Hxxxxxx Funds II III (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfoliosthe“Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II John Hanxxxx Xxxxx XI (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios series specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Jxxx Hxxxxxx Variable Insurance Trust (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios each Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (each a “Portfolio,” and collectively, the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") (formerly, Manufacturers Investment Trust) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of of, the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx John Hancock Funds II (the “Trust”"Trxxx") and the xxx xxe terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of of, the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II NASL Series Trust (the “Trust”the"Trust") and the terms of this Agreement, to manage the investment and reinvestment of the assets of each of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II NASL Series Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios portfolios of the Trust specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolio" or "Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “Portfolios”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II (the “Trust”) and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “PortfoliosPortfolio”). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios Portfolio(s) specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser.

APPOINTMENT OF SUBADVISER. The Subadviser undertakes to act as the investment subadviser to to, and, subject to the supervision of the Trustees of Xxxx Xxxxxxx Funds II Manufacturers Investment Trust (the “"Trust”") and the terms of this Agreement, to manage the investment and reinvestment of the assets of the Portfolios specified in Appendix A to this Agreement as it shall be amended by the Adviser and the Subadviser from time to time (the “"Portfolios”"). The Subadviser will be an independent contractor and will have no authority to act for or represent the Trust or Adviser in any way or otherwise be deemed an agent unless except as expressly authorized in this Agreement or in another writing by the Trust and Adviser. The Subadviser represents that it is registered as an adviser under the Investment Advisers Act of 1940 (the "Investment Advisers Act").