0001193125-08-152049 Sample Contracts

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 16th, 2008 • Eq Advisors Trust • New York

AGREEMENT, effective as of , 2008, by and between AXA Equitable Life Insurance Company, a New York stock life insurance corporation (the “Manager”), and , a (“Adviser”).

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FORM OF AMENDMENT NO. 13 AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • July 16th, 2008 • Eq Advisors Trust

Amendment No. 13, dated , 2008 (“Amendment No. 13”) to the Amended and Restated Investment Management Agreement, dated as of May 1, 2000, as amended (“Agreement”), between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Life Insurance Company, a New York stock life insurance company (“AXA Equitable” or “Manager”).

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