INVESTMENT SUBADVISORY AGREEMENTInvestment Subadvisory Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Investment Subadvisory Agreement (this “Subadvisory Agreement”), is by and between Brandywine Global Investment Management, LLC (the “Subadviser”) and MML Investment Advisers, LLC, a Delaware limited liability company (“MML Advisers”), for the MML Equity Fund (the “Fund”), a series of MML Series Investment Fund II (the “Trust”), a Massachusetts business trust which is an open-end management investment company registered as such with the Securities and Exchange Commission (the “Commission”) pursuant to the Investment Company Act of 1940, as amended (the “Act”), effective as of the 4th day of December, 2017.
Appendix AMML Series Investment Fund II • March 2nd, 2018
As of January 10, 2018, this Appendix A forms a part of the Amended, Restated and Consolidated Custodian Agreement dated as of January 1, 2008, as amended (the “Consolidated Agreement”) between State Street Bank and Trust Company, the MassMutual Select Cayman Global Allocation Fund I, Ltd., and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of January 10, 2018, this Appendix A supersedes any previous versions of said Appendix.
ELEVENTH AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, ON BEHALF OF THEIR RESPECTIVE INDIVIDUAL SERIES LISTED ON SCHEDULE A AND STATE STREET BANK AND TRUST...Securities Lending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Eleventh Amendment (this “Amendment”) dated December 8, 2017 is between each of MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A, which may be amended from time to time, (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”) acting either directly or through its subsidiaries or affiliates.
Master Repurchase Agreement STATE STREET. September 1996 Version Dated as of January 1, 2008 Between: State Street Corporation and/or State Street Bank and Trust Company and each investment company identified on Schedule VII.A hereto (as such schedule...Master Repurchase Agreement • March 2nd, 2018 • MML Series Investment Fund II • New York
SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENTSecurities Lending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
SECOND AMENDED AND RESTATED AGREEMENT (this “Agreement”), effective as of July 31, 2012 , between each of MASSMUTUAL SELECT FUNDS , MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A, which may be amended from time to time (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”).
FIRST AMENDMENT TO MASTER REPURCHASE AGREEMENT BETWEEN EACH INVESTMENT COMPANY IDENTIFIED ON SCHEDULE VII.A OF THE MASTER REPURCHASE AGREEMENT DATED AS OF JANUARY 1, 2008 AND STATE STREET CORPORATION/ STATE STREET BANK AND TRUST COMPANYMaster Repurchase Agreement • March 2nd, 2018 • MML Series Investment Fund II • New York
This Amendment (this “Amendment”) dated as of November 25th 2014 is between each investment company identified on Schedule VII.A to the Master Repurchase Agreement dated as of January 1, 2008 (the “Funds”) and State Street Corporation and State Street Bank and Trust Company (collectively referred to as “State Street”), as in effect on the date hereof prior to giving effect to this Amendment (the “Master Repurchase Agreement”). The Funds would like to amend the Master Repurchase Agreement as set forth herein.
FIRST AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED DELEGATION AGREEMENTDelegation Agreement • March 2nd, 2018 • MML Series Investment Fund II
This amendment, dated October 30, 2017 and effective with respect to each of the MassMutual Select BlackRock Global Allocation Fund and MassMutual Select Cayman Global Allocation Fund I, Ltd. only upon State Street Bank and Trust Company taking custody of its assets, is made to the AMENDED, RESTATED AND CONSOLIDATED DELEGATION AGREEMENT, dated as of January 1, 2008, as it may be amended, supplemented, restated or otherwise modified from time to time, by and among each open-end management investment company or other fund identified on the signature page hereto (each, a “Fund”), and STATE STREET BANK AND TRUST COMPANY (the “Delegate”) (the “Consolidated Agreement”). Capitalized terms not defined herein have the meanings ascribed to them in the Consolidated Agreement.
TENTH AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, ON BEHALF OF THEIR RESPECTIVE INDIVIDUAL SERIES LISTED ON SCHEDULE A AND STATE STREET BANK AND TRUST COMPANYSecurities Lending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Tenth Amendment (this “Amendment”) dated December 8, 2017 is between each of MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A, which may be amended from time to time, (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”) acting either directly or through its subsidiaries or affiliates.
SECOND AMENDMENT TO MASTER REPURCHASE AGREEMENT BETWEEN EACH INVESTMENT COMPANY IDENTIFIED ON SCHEDULE VII.A OF THE MASTER REPURCHASE AGREEMENT DATED AS OF JANUARY 1, 2008 AND STATE STREET CORPORATION/ STATE STREET BANK AND TRUST COMPANYMaster Repurchase Agreement • March 2nd, 2018 • MML Series Investment Fund II • New York
This Amendment (this “Amendment”), dated as of September 20, 2016, is between State Street Corporation and/or State Street Bank and Trust Company (collectively referred to as “State Street”) and each investment company identified on Schedule VII.A to the Master Repurchase Agreement between the parties dated as of January 1, 2008 (the “Funds”), as amended, as in effect on the date hereof prior to giving effect to this Amendment (the “Master Repurchase Agreement”). State Street and the Funds would like to amend the Master Repurchase Agreement as set forth herein.
FIFTH AMENDMENT TO AMENDED, RESTATED AND CONSOLIDATED CUSTODIAN AGREEMENTAnd Consolidated • March 2nd, 2018 • MML Series Investment Fund II
This amendment, dated October 30, 2017 and effective with respect to each of the MassMutual Select BlackRock Global Allocation Fund and MassMutual Select Cayman Global Allocation Fund I, Ltd. only upon State Street Bank and Trust Company taking custody of its assets, is made to the AMENDED, RESTATED AND CONSOLIDATED CUSTODIAN AGREEMENT, dated as of January 1, 2008, as it may be amended, supplemented, restated or otherwise modified from time to time, by and among each open-end management investment company or other fund identified on the signature page hereto (each, a “Fund”), and STATE STREET BANK AND TRUST COMPANY (“State Street” or the “Bank”) (the “Consolidated Agreement”). Capitalized terms not defined herein have the meanings ascribed to them in the Consolidated Agreement.
DELEGATION AGREEMENT (Amended, Restated and Consolidated)Delegation Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Amended, Restated and Consolidated Delegation Agreement is made as of January 1, 2008 (the “Consolidated Agreement”) by and among each Massachusetts business trust and open-end management investment company identified on Appendix A hereto (each such trust and each trust made subject to this Consolidated Agreement in accordance with Section 19 below, shall hereinafter be referred to as a “Trust”), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Delegate”).
TWELFTH AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, ON BEHALF OF THEIR RESPECTIVE INDIVIDUAL SERIES LISTED ON SCHEDULE A AND STATE STREET BANK AND TRUST...Securities Lending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Twelfth Amendment (this “Amendment”) dated January 31, 2018 is between each of MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A, which may be amended from time to time, (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”) acting either directly or through its subsidiaries or affiliates.
FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, ON BEHALF OF THEIR RESPECTIVE INDIVIDUAL SERIES LISTED ON SCHEDULE A AND STATE STREET BANK AND TRUST COMPANYSecurities Lending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
Reference is made to a Second Amended and Restate Securities Lending Agency Agreement effective as of July 31, 2012, between the Funds and the Bank as in effect on the date hereof prior to giving effect to this Amendment (the “Agreement”).
FIXED INCOME CLEARING CORPORATION SPONSORED MEMBERSHIP AGREEMENTMembership Agreement • March 2nd, 2018 • MML Series Investment Fund II • New York
WHEREAS, each of the legal entities listed in Schedule 1 attached to this Agreement, and any legal entity that is not listed on Schedule 1 but that agrees in the future to be bound by this Agreement by entering into a joinder agreement substantially in the form of Schedule 2 attached hereto (such entities each, severally and not jointly, a “Sponsored Member”), has requested, either through an officer of the Sponsored Member or through an authorized agent of the Sponsored Member (which may be the Sponsored Member’s investment advisor or other duly authorized agent and is referred to herein as the “Agent”), that it be permitted to become a Sponsored Member of the Government Securities Division (“GSD”) of the Fixed Income Clearing Corporation (“FICC”) as that term is defined in the GSD Rulebook (the “Rules”);
Schedule VII.AMML Series Investment Fund II • March 2nd, 2018
This Schedule VII.A is effective as of January 10, 2018 and shall supersede any previous version of Schedule VII.A executed by the parties hereto in relation to the Agreement and shall form part of Annex VII to the Agreement as a new Schedule VII.A.
AMENDMENT DATED NOVEMBER 29, 2017 TO AMENDED AND RESTATED ADMINISTRATIVE AND SHAREHOLDER SERVICES AGREEMENT for MML Series Investment Fund IIAdministrative and Shareholder Services Agreement • March 2nd, 2018 • MML Series Investment Fund II
WHEREAS, MML Series Investment Fund (the “Trust”) on behalf of each of its series listed on Exhibit B thereto (each, a “Fund”) and MML Investment Advisers, LLC (the “Manager”) have entered into an Amended and Restated Administrative and Shareholder Services Agreement dated as of May 1, 2015, as amended (the “Agreement”).
REIMBURSEMENT AND SECURITY AGREEMENTReimbursement and Security Agreement • March 2nd, 2018 • MML Series Investment Fund II • New York
This Reimbursement and Security Agreement, dated September 14, 2017, is made by and between State Street Bank and Trust Company (“State Street”), a Massachusetts trust company with a place of business at State Street Financial Center, One Lincoln Street, Boston, Massachusetts 02111, and each of the entities listed on Schedule A hereto and, in the case of a registered investment company, each of the portfolios listed on Schedule A and any portfolio of such registered investment company that is not listed on Schedule A but that may engage in the transactions described below after the date of this Agreement and that agrees to be bound by this Agreement by entering into a joinder agreement in substantially the form of Annex I attached hereto (collectively, the “Clients” and each, a “Client”).
Appendix AMML Series Investment Fund II • March 2nd, 2018
As of January 10, 2018, this Appendix A forms a part of the Amended, Restated, and Consolidated Delegation Agreement dated as of January 1, 2008 (the “Consolidated Agreement”) between State Street Bank and Trust Company, the MassMutual Select Cayman Global Allocation Fund I, Ltd., and each of the MassMutual Select Funds, MassMutual Premier Funds, MML Series Investment Fund and MML Series Investment Fund II. As of January 10, 2018, this Appendix A supersedes any previous versions of said Appendix.
Form Of EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • March 2nd, 2018 • MML Series Investment Fund II
This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MML Series Investment Fund II, a Massachusetts business trust (the “Trust”), effective as of the 1st day of May, 2018.
September 14, 2017 Enfield, CT 06082 Attention: Tina Wilson, Vice President Dear Tina:MML Series Investment Fund II • March 2nd, 2018
This letter is intended to confirm the agreement by and among OppenheimerFunds, Inc. (the “Sub-Adviser”), MML Investment Advisers, LLC (“MML Advisers”) and each of the funds listed on Exhibit A, attached hereto (each, a “Fund” and collectively, the “Funds”), regarding the Sub-Adviser’s provision of foreign exchange execution as described herein and which are further and in addition to those services described in each Fund’s Investment Sub-Advisory Agreement (each, an “Agreement” and collectively the “Agreements”) by and among MML Advisers, a Fund and the Sub-Advisor for which MML Advisers hired the Sub-Advisor to provide investment sub-advisory services to such Fund.
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • March 2nd, 2018 • MML Series Investment Fund II
This EXPENSE LIMITATION AGREEMENT (the “Agreement”) is between MML Investment Advisers, LLC, a Delaware limited liability company (the “Manager”), and MML Series Investment Fund II, a Massachusetts business trust (the “Trust”), effective as of the 1st day of July, 2017.
EIGHTH AMENDMENT TO THE SECOND AMENDED AND RESTATED SECURITIES LENDING AGENCY AGREEMENT BETWEEN MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, ON BEHALF OF THEIR RESPECTIVE INDIVIDUAL SERIES LISTED ON SCHEDULE A AND STATE STREET BANK AND TRUST COMPANYLending Agency Agreement • March 2nd, 2018 • MML Series Investment Fund II • Massachusetts
This Eighth Amendment (this “Amendment”) dated August 10, 2016 is between each of MASSMUTUAL SELECT FUNDS, MASSMUTUAL PREMIER FUNDS, MML SERIES INVESTMENT FUND, and MML SERIES INVESTMENT FUND II on behalf of their respective individual series listed on Schedule A (each a “Fund” or “Lender” hereunder) and STATE STREET BANK AND TRUST COMPANY, a trust company organized and existing under the laws of the Commonwealth of Massachusetts (the “Bank”) acting either directly or through its subsidiaries or affiliates.
