0001193125-14-171839 Sample Contracts

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust • New York

AGREEMENT, effective as of October 21, 2013 by and between AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (the “Manager”), and AXA Rosenberg Investment Management LLC (“AXA Rosenberg” or “Adviser”), a limited liability company organized under the laws of the State of Delaware.

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INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • April 30th, 2014 • Eq Advisors Trust • New York

AGREEMENT, dated as of June 1, 2014 by and between AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (the “Manager”), and BlackRock Financial Management, Inc., a corporation organized under the laws of the State of Delaware (“Sub-Adviser”).

AMENDMENT NO. 10 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 10 to the Investment Management Agreement (“Amendment No. 10”), effective as of June 1, 2014 between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (“FMG LLC” or “Manager”).

EQ ADVISORS TRUST INVESTMENT SUB-ADVISORY AGREEMENT
Eq Advisors Trust • April 30th, 2014 • Eq Advisors Trust • New York

THIS AGREEMENT, dated as of June 1, 2014 by and between AXA Equitable Funds Management Group, LLC, a Delaware limited liability company (the “Manager”), and Thornburg Investment Management, Inc. (“Sub-Adviser”), a Delaware corporation.

EQ ADVISORS TRUST AMENDMENT NO. 1 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 1 to the Investment Advisory Agreement effective as of June 1, 2014 (“Amendment No. 1”) between AXA Equitable Funds Management Group, LLC, a limited liability company organized under the laws of the State of Delaware (“FMG LLC” or “Manager”) and Wellington Management Company, LLP, a limited liability partnership organized under the laws of the Commonwealth of Massachusetts (“Wellington” or “Adviser”).

EQ ADVISORS TRUST AMENDMENT NO. 1 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 1 to the Investment Advisory Agreement effective as of June 1, 2014 (“Amendment No. 1”) between AXA Equitable Funds Management Group, LLC, a limited liability company organized under the laws of the State of Delaware (“FMG LLC” or “Manager”) and Marsico Capital Management, LLC, a Delaware limited liability company (“Marsico” or “Adviser”).

AMENDMENT NO. 9 TO THE INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 9 to the Investment Management Agreement (“Amendment No. 9”), effective as of April 4, 2014 between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (“FMG LLC” or “Manager”).

AMENDMENT NO. 1 TO THE
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 1 to the Investment Advisory Agreement effective as of June 1, 2014 (“Amendment No. 1”) between AXA Equitable Funds Management Group, LLC, a limited liability company organized under the laws of the State of Delaware (“FMG LLC” or “Manager”) and Franklin Advisers Inc., a corporation organized under the laws of the State of California (“Franklin Advisers” or “Adviser”).

AMENDMENT NO. 25 AMENDED AND RESTATED GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 25, dated as of June 1, 2014 (“Amendment No. 25”), to the Amended and Restated Global Custody Agreement, dated as of February 1, 2002, as amended (“Agreement”), by and between EQ Advisors Trust (“Trust”) and JPMorgan Chase Bank, N.A. (“Bank”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

AMENDMENT NO. 22 AMENDED AND RESTATED DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS IB SHARES
Distribution Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 22 to the Amended and Restated Distribution Agreement (“Amendment No. 22”), dated as of June 1, 2014, between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

EQ ADVISORS TRUST AMENDMENT NO. 4 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 4 to the Investment Advisory Agreement effective as of June 1, 2014 as amended, (“Amendment No. 4”) between AXA Equitable Funds Management Group, LLC, a Delaware limited liability company (“FMG LLC” or “Manager”) and AllianceBernstein L.P., a Delaware limited partnership (“Alliance” or “Adviser”).

AMENDMENT NO. 24 AMENDED AND RESTATED GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 24, dated as of April 4, 2014 (“Amendment No. 24”), to the Amended and Restated Global Custody Agreement, dated as of February 1, 2002, as amended (“Agreement”), by and between EQ Advisors Trust (“Trust”) and JPMorgan Chase Bank, N.A. (“Bank”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

AMENDMENT NO. 4 AMENDED AND RESTATED DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC - CLASS IA SHARES
Distribution Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 4 to the Amended and Restated Distribution Agreement (“Amendment No. 4”), dated as of June 1, 2014 between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

AMENDMENT NO. 4 SECOND AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 4, dated as of June 1, 2014 (“Amendment No. 4”), to the Second Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), AXA Equitable Life Insurance Company, AXA Equitable Funds Management Group, LLC and AXA Distributors, LLC (collectively, the “Parties”).

AMENDMENT NO. 10 TO THE MUTUAL FUNDS SERVICE AGREEMENT
Mutual Funds Service Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 10 to the Mutual Funds Service Agreement dated as of June 1, 2014 between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Funds Management Group, LLC a Delaware limited liability company (“FMG LLC” or “Administrator”) (“Amendment No. 10”).

AMENDMENT NO. 8 EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 8, effective as of May 1, 2014 to the Expense Limitation Agreement between AXA Equitable Funds Management Group, LLC (“FMG LLC” or the “Manager”) and EQ Advisors Trust (the “Trust”) (“Amendment No. 8”).

AMENDMENT NO. 5 DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS K SHARES
Distribution Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 5 to the Distribution Agreement (“Amendment No. 5”), dated as of April 4, 2014, between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

EQ ADVISORS TRUST AMENDMENT NO. 2 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 2 to the Investment Advisory Agreement effective as of June 1, 2014 (“Amendment No. 2”) between AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (“FMG LLC” or “Manager”) and SSgA Funds Management, Inc., a Massachusetts corporation (“SSgA FM” or “Adviser”).

AMENDMENT NO. 9 TO THE MUTUAL FUNDS SERVICE AGREEMENT
Funds Service Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 9 to the Mutual Funds Service Agreement dated as of April 4, 2014 between EQ Advisors Trust, a Delaware statutory trust (“Trust”) and AXA Equitable Funds Management Group, LLC a Delaware limited liability company (“FMG LLC” or “Administrator”) (“Amendment No. 9”).

AMENDMENT NO. 7 EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 7, effective as of April 11, 2014 to the Expense Limitation Agreement between AXA Equitable Funds Management Group, LLC (“FMG LLC” or the “Manager”) and EQ Advisors Trust (the “Trust”) (“Amendment No. 7”).

AMENDMENT NO. 2 PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 2, dated as of June 1, 2014 (“Amendment No. 2”), to the Participation Agreement, dated as of October 1, 2013 (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company and AXA Distributors, LLC (collectively, the “Parties”).

AMENDMENT NO. 3 SECOND AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 3, dated as of April 4, 2014 (“Amendment No. 3”), to the Second Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), AXA Equitable Life Insurance Company, AXA Equitable Funds Management Group, LLC and AXA Distributors, LLC (collectively, the “Parties”).

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AMENDMENT NO. 4 AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 4, dated as of April 4, 2014 (“Amendment No. 4”), to the Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company of America and AXA Distributors, LLC (collectively, the “Parties”).

AMENDMENT NO. 6 DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS K SHARES
Distribution Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 6 to the Distribution Agreement (“Amendment No. 6”), dated as of June 1, 2014, between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

AMENDMENT NO. 9 EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 9, effective as of June 1, 2014 to the Expense Limitation Agreement between AXA Equitable Funds Management Group, LLC (“FMG LLC” or the “Manager”) and EQ Advisors Trust (the “Trust”) (“Amendment No. 9”).

AMENDMENT NO. 5 AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 5, dated as of June 1, 2014 (“Amendment No. 5”), to the Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company of America and AXA Distributors, LLC (collectively, the “Parties”).

EQ ADVISORS TRUST AMENDMENT NO. 2 TO THE INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 2 to the Investment Advisory Agreement effective as of June 1, 2014 (“Amendment No. 2”) between AXA Equitable Funds Management Group, LLC, a limited liability company organized under the laws of the State of Delaware (“FMG LLC” or “Manager”) and T. Rowe Price Associates, Inc., a Maryland corporation (“T. Rowe” or “Adviser”).

EQ ADVISORS TRUST AMENDMENT NO. 1 INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 1 to the Investment Advisory Agreement effective as of June 1, 2014 between AXA Equitable Funds Management Group, LLC, a limited liability company organized in the State of Delaware (“FMG LLC” or “Manager”) and EARNEST Partners, LLC , a Delaware limited liability company (“EARNEST” or “Adviser”).

AMENDMENT NO. 1 PARTICIPATION AGREEMENT
Participation Agreement • April 30th, 2014 • Eq Advisors Trust

Amendment No. 1, dated as of April 4, 2014 (“Amendment No. 1”), to the Participation Agreement, dated as of October 1, 2013 (“Agreement”), by and among EQ Advisors Trust (“Trust”), MONY Life Insurance Company and AXA Distributors, LLC (collectively, the “Parties”).

AMENDMENT NO. 21 AMENDED AND RESTATED DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – AXA DISTRIBUTORS, LLC – CLASS IB SHARES
Distribution Agreement • April 30th, 2014 • Eq Advisors Trust

AMENDMENT NO. 21 to the Amended and Restated Distribution Agreement (“Amendment No. 21”), dated as of April 4, 2014, between EQ Advisors Trust, a Delaware statutory trust (the “Trust”) and AXA Distributors, LLC (the “Distributor”).

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