0001193125-09-052343 Sample Contracts

SUB-SUBADVISORY AGREEMENT DWS ALTERNATIVE ASSET ALLOCATION PLUS VIP – GLOBAL REAL ESTATE RREEF America L.L.C.
Sub-Subadvisory Agreement • March 12th, 2009 • DWS Variable Series Ii • New York

We have entered into a Sub-Advisory Agreement with Deutsche Investment Management Americas Inc. (“DIMA” and/or the “Adviser”) dated October 22, 2008, as amended from time to time, on behalf of DWS Alternative Asset Allocation Plus VIP (the “Fund”), a series of the DWS Variable Series II, a Massachusetts business trust (the “Trust”) (the “Subadvisory Agreement”) under which DIMA has delegated to RREEF America L.L.C. (“RREEF”) substantially all of its duties with respect to all of the securities and other assets of the Fund entrusted to RREEF by DIMA (the “Assets”). Pursuant to the Subadvisory Agreement the Assets may be divided from time to time among one or more asset categories (“Sleeves”). Initially the Assets have been divided among a Global Infrastructure Sleeve and a Global Real Estate Sleeve. This Agreement relates to the Global Real Estate Sleeve. A copy of the Subadvisory Agreement has been previously furnished to you. In furtherance of such duties to the Fund, and with the app

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EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 12th, 2009 • DWS Variable Series Ii • Delaware

THIS EXPENSE LIMITATION AGREEMENT (“Expense Limitation Agreement”) is made as of the 1st day of October, 2007 by and between each of the funds listed on Exhibit A hereto (as may be amended from time to time), each of which is a Massachusetts business trust, a Maryland corporation or a New York trust (each, a “Fund” and collectively, the “Funds”), and DEUTSCHE INVESTMENT MANAGEMENT AMERICAS INC., a Delaware corporation (the “Advisor”), with respect to the following:

Dear Financial Services Firm (“you” or “Intermediary”), As principal underwriter of the DWS Funds, we (or a predecessor firm) or our affiliate have entered into a selling group or other agreement or agreements (the “Agreement”) with you to permit you,...
Financial Services Firm • March 12th, 2009 • DWS Variable Series Ii

This amendment to the Agreement is entered into as of the date indicated in the signature block below, with an effective date of October 16, 2007, or such earlier date as of which you begin providing the Shareholder information described below, and includes the following provisions:

DWS ALTERNATIVE ASSET ALLOCATION PLUS VIP SUB ADVISORY AGREEMENT
Sub Advisory Agreement • March 12th, 2009 • DWS Variable Series Ii • New York

WHEREAS, the Advisor has entered into an Amended and Restated Investment Management Agreement dated as of May 1, 2008, (the “Investment Management Agreement”) with DWS Variable Series II, (the “Trust”) an open-end investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”) and organized as a Massachusetts business trust organized under the laws of the Commonwealth of Massachusetts on behalf of DWS Alternative Asset Allocation Plus VIP (the “Fund”), pursuant to which the Advisor acts as advisor to the Fund;

SUB-SUBADVISORY AGREEMENT DWS ALTERNATIVE ASSET ALLOCATION PLUS VIP – GLOBAL REAL ESTATE RREEF America L.L.C.
Sub-Subadvisory Agreement • March 12th, 2009 • DWS Variable Series Ii • New York

We have entered into a Sub-Advisory Agreement with Deutsche Investment Management Americas Inc. (“DIMA” and/or the “Adviser”) dated October 22, 2008, as amended from time to time, on behalf of DWS Alternative Asset Allocation Plus VIP (the “Fund”), a series of the DWS Variable Series II, a Massachusetts business trust (the “Trust”) (the “Subadvisory Agreement”) under which DIMA has delegated to RREEF America L.L.C. (“RREEF”) substantially all of its duties with respect to all of the securities and other assets of the Fund entrusted to RREEF by DIMA (the “Assets”). Pursuant to the Subadvisory Agreement the Assets may be divided from time to time among one or more asset categories (“Sleeves”). Initially the Assets have been divided among a Global Infrastructure Sleeve and a Global Real Estate Sleeve. This Agreement relates to the Global Real Estate Sleeve. A copy of the Subadvisory Agreement has been previously furnished to you. In furtherance of such duties to the Fund, and with the app

SUB-SUBADVISORY AGREEMENT DWS ALTERNATIVE ASSET ALLOCATION PLUS VIP – GLOBAL REAL ESTATE RREEF America L.L.C.
Sub-Subadvisory Agreement • March 12th, 2009 • DWS Variable Series Ii • New York

We have entered into a Sub-Advisory Agreement with Deutsche Investment Management Americas Inc. (“DIMA” and/or the “Adviser”) dated October 22, 2008, as amended from time to time, on behalf of DWS Alternative Asset Allocation Plus VIP (the “Fund”), a series of the DWS Variable Series II, a Massachusetts business trust (the “Trust”) (the “Subadvisory Agreement”) under which DIMA has delegated to RREEF America L.L.C. (“RREEF”) substantially all of its duties with respect to all of the securities and other assets of the Fund entrusted to RREEF by DIMA (the “Assets”). Pursuant to the Subadvisory Agreement the Assets may be divided from time to time among one or more asset categories (“Sleeves”). Initially the Assets have been divided among a Global Infrastructure Sleeve and a Global Real Estate Sleeve. This Agreement relates to the Global Real Estate Sleeve. A copy of the Subadvisory Agreement has been previously furnished to you. In furtherance of such duties to the Fund, and with the app

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