0000950123-10-061105 Sample Contracts

Master Custodian Agreement
Master Custodian Agreement • June 25th, 2010 • John Hancock Funds III • Massachusetts
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CHIEF COMPLIANCE OFFICER SERVICES AGREEMENT
Chief Compliance Officer Services Agreement • June 25th, 2010 • John Hancock Funds III • Massachusetts

THIS AGREEMENT (the “Agreement”) is made as of this 10th day of March, 2009 by and among the trusts listed in Appendix A (the “Trusts”), on behalf of themselves and each of their funds (the “Funds”), John Hancock Investment Management Services, LLC (“JHIMS”) and John Hancock Advisers, LLC (“JHA”) (JHIMS and JHA are collectively referred to as “John Hancock”) and the Trust’s Chief Compliance Officer, Frank Knox (the “CCO”).

JOHN HANCOCK FUNDS III AMENDMENT TO ADVISORY AGREEMENT
John Hancock Funds Iii • June 25th, 2010 • John Hancock Funds III

AMENDMENT made this 1st day of June 2010 to the Advisory Agreement dated July 1, 2009 (the “Agreement”), between John Hancock Funds III, a Massachusetts business trust (the “Trust”), and John Hancock Investment Management Services, LLC, a Delaware limited liability company. In consideration of the mutual covenants contained herein, the parties agree as follows:

Re: Amended and Restated Expense Limitation Agreement and Voluntary Expense Limitation Notice
John Hancock Funds III • June 25th, 2010

The Adviser agrees to waive advisory fees and, to the extent necessary, reimburse other expenses of the Fund, in an amount equal to the amount by which the Expenses of such Fund exceed the Expense Limit for such Fund set forth in the table below.

JOHN HANCOCK FUNDS III AMENDMENT TO SUBADVISORY AGREEMENT
John Hancock Funds Iii • June 25th, 2010 • John Hancock Funds III

AMENDMENT made this 1st day of June 2010 to the Subadvisory Agreement dated September 9, 2008, as amended October 1, 2009 (the “Agreement”), between John Hancock Investment Management Services, LLC, a Delaware limited liability company (the “Adviser”), and Robeco Investment Management, Inc., a Delaware corporation (the “Subadviser”). In consideration of the mutual covenants contained herein, the parties agree as follows:

AMENDMENT TO SERVICE AGREEMENT
Service Agreement • June 25th, 2010 • John Hancock Funds III

AMENDMENT made as of this 11th day of December, 2009 to the Service Agreement dated July 1, 2009, by and between the trusts listed in Appendix A, on behalf of themselves and each of their funds, John Hancock Investment Management Services, LLC and John Hancock Advisers, LLC (the “Agreement”). In consideration of the mutual covenants contained herein, the parties agree as follows:

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