0000940394-21-000689 Sample Contracts

EATON VANCE GROWTH TRUST INVESTMENT ADVISORY AGREEMENT ON BEHALF OF EATON VANCE WORLDWIDE HEALTH SCIENCES FUND
Investment Advisory Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made as of this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of Eaton Vance Worldwide Health Sciences Fund (the “Fund”), and Eaton Vance Management, a Massachusetts business trust (the “Adviser”).

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INVESTMENT SUB-ADVISORY AGREEMENT between EATON VANCE MANAGEMENT and ATLANTA CAPITAL MANAGEMENT COMPANY, LLC for EATON VANCE ATLANTA CAPITAL SELECT EQUITY FUND
Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made this as of 1st day of March, 2021, between Eaton Vance Management, a Massachusetts business trust (the “Adviser”), and Atlanta Capital Management Company, LLC, a Delaware limited liability corporation (the “Sub-Adviser”).

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EATON VANCE GROWTH TRUST INVESTMENT ADVISORY AND ADMINISTRATIVE AGREEMENT ON BEHALF OF EATON VANCE RICHARD BERNSTEIN ALL ASSET STRATEGY FUND
Investment Advisory and Administrative Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made as of this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of Eaton Vance Richard Bernstein All Asset Strategy Fund (the “Fund”), and Eaton Vance Management, a Massachusetts business trust (“Eaton Vance”).

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EATON VANCE GROWTH TRUST ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of its series listed on Appendix A hereto (each referred to herein as the “Fund”), and Eaton Vance Management, a Massachusetts business trust (“Eaton Vance”).

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EATON VANCE GROWTH TRUST INVESTMENT ADVISORY AND ADMINISTRATIVE AGREEMENT ON BEHALF OF EATON VANCE FOCUSED VALUE OPPORTUNITIES FUND
And Administrative Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made as of this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of Eaton Vance Focused Value Opportunities Fund (the “Fund”), and Eaton Vance Management, a Massachusetts business trust (“Eaton Vance”).

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INVESTMENT SUB-ADVISORY AGREEMENT RELATING TO EATON VANCE RICHARD BERNSTEIN EQUITY STRATEGY FUND
Sub-Advisory Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

THIS AGREEMENT (this “Agreement”) is effective as of the 1st day of March, 2021 between Eaton Vance Management, a Massachusetts business trust (the “Adviser”), and Richard Bernstein Advisors LLC, a Delaware limited liability company (the “Sub-Adviser”).

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EATON VANCE GROWTH TRUST INVESTMENT ADVISORY AND ADMINISTRATIVE AGREEMENT ON BEHALF OF EATON VANCE FOCUSED GROWTH OPPORTUNITES FUND
Advisory and Administrative Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made as of this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of Eaton Vance Focused Growth Opportunities Fund (the “Fund”), and Eaton Vance Management, a Massachusetts business trust (“Eaton Vance”).

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EATON VANCE GROWTH TRUST INVESTMENT ADVISORY AND ADMINISTRATIVE AGREEMENT ON BEHALF OF EATON VANCE INTERNATIONAL SMALL-CAP FUND
Administrative Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AGREEMENT made as of this 1st day of March, 2021, between Eaton Vance Growth Trust, a Massachusetts business trust (the “Trust”), on behalf of Eaton Vance International Small-Cap Fund (the “Fund”), and Eaton Vance Management, a Massachusetts business trust (“Eaton Vance”).

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INVESTMENT SUB-ADVISORY AGREEMENT between BOSTON MANAGEMENT AND RESEARCH and BMO GLOBAL ASSET MANAGEMENT (ASIA) LIMITED for EATON VANCE GREATER CHINA GROWTH FUND
Sub-Advisory Agreement • March 29th, 2021 • Eaton Vance Growth Trust

AGREEMENT made this 1st day of March, 2021, between Boston Management and Research, a Massachusetts business trust (the “Adviser”), and BMO Global Asset Management (Asia) Limited, a company organized in Hong Kong (the “Sub-Adviser”).

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AMENDED AND RESTATED MASTER DISTRIBUTION AGREEMENT
Master Distribution Agreement • March 29th, 2021 • Eaton Vance Growth Trust • Massachusetts

AMENDED and RESTATED DISTRIBUTION AGREEMENT effective as of March 1, 2021 between each Trust or company identified on Schedule A (each referred to herein as the “Trust”) on behalf of each of its series listed on Schedule A (each referred to herein as the “Fund”), and Eaton Vance Distributors, Inc., a Massachusetts corporation (the “Principal Underwriter”). The Fund may offer multiple classes of shares as indicated on Schedule A (the “Classes”).

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