Master Investment Portfolio II Sample Contracts

AMENDED AND RESTATED SUB-INVESTMENT ADVISORY AGREEMENT
Sub-Investment Advisory Agreement • April 29th, 2020 • Master Investment Portfolio II • New York

This AMENDED AND RESTATED SUB-INVESTMENT ADVIOSRY AGREEMENT dated July 1, 2019 (this “Agreement”), between BlackRock Advisors, LLC, a Delaware limited liability company (the “Advisor”), and BlackRock International Limited, a corporation organized under the laws of Scotland (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”).

MASTER INVESTMENT PORTFOLIO II Agreement and Declaration of Trust April 19, 2018
Agreement and Declaration of Trust • April 20th, 2018 • Master Investment Portfolio II • Delaware

THIS AGREEMENT AND DECLARATION OF TRUST, made this 19th day of April, 2018, by the undersigned trustee (the “Trustee” and hereinafter, together with any additional and successor trustees, referred to as the “Trustees”) for the purpose of forming a Delaware statutory trust in accordance with the provisions hereinafter set forth.

INVESTMENT ADVISORY CONTRACT MASTER INVESTMENT PORTFOLIO II Wilmington, Delaware 19809
Master Investment Portfolio II • November 29th, 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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