0001193125-23-083537 Sample Contracts

AMENDMENT NO. 10 TO THE AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 29th, 2023 • Eq Advisors Trust

AMENDMENT NO. 10 dated March 16, 2023 (Amendment No. 10”), to the Amended and Restated Investment Advisory Agreement dated July 16, 2020 (“Agreement”) between EQ Advisors Trust, a Delaware statutory trust (“Trust”), and Equitable Investment Management Group, LLC, a limited liability company organized in the State of Delaware (“Adviser”).

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RULE 12d1-4 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

THIS FUND OF FUNDS INVESTMENT AGREEMENT (the “Agreement”), dated as of January 19, 2022 (“Effective Date”), is made among EQ ADVISORS TRUST and 1290 FUNDS, on behalf of each of their series listed in Schedule A (each, an “Acquiring Fund”) and The Bank of New York Mellon, solely in its capacity as Trustee and on behalf of the SPDR S&P MidCap 400 ETF Trust (the “Acquired Fund” and together with the Acquiring Funds, the “Funds”).

EQ ADVISORS TRUST AMENDMENT NO. 6 TO THE INVESTMENT SUB-ADVISORY AGREEMENT
Eq Advisors Trust • March 29th, 2023

AMENDMENT NO. 6 to the Investment Sub-Advisory Agreement dated March 16, 2023 (“Amendment No. 6”) between Equitable Investment Management Group, LLC, a Delaware limited liability company (“Adviser”), and AllianceBernstein L.P., a Delaware limited partnership (“AllianceBernstein” or “Sub-Adviser”).

AMENDMENT NO. 7 DISTRIBUTION AGREEMENT EQ ADVISORS TRUST – EQUITABLE DISTRIBUTORS, LLC – CLASS K SHARES
Distribution Agreement • March 29th, 2023 • Eq Advisors Trust

AMENDMENT NO. 7 dated as of March 16, 2023 (“Amendment No. 7”) to the Distribution Agreement dated as of July 16, 2020 (the “Agreement”), between EQ Advisors Trust, a Delaware statutory trust (the “Trust”), and Equitable Distributors, LLC (the “Distributor”), relating to Class K shares.

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (“EQ Trusts”) and SPDR Series Trust, SPDR Index Shares Funds and SSGA Active Trust (“SPDR Trusts”).

AMENDMENT NO. 20 SECOND AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • March 29th, 2023 • Eq Advisors Trust

Amendment No. 20, dated as of March 16, 2023 (“Amendment No. 20”), to the Second Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), Equitable Financial Life Insurance Company, Equitable Investment Management Group, LLC and Equitable Distributors, LLC (collectively, the “Parties”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust, 1290 Funds, BlackRock ETF Trust, BlackRock ETF Trust II, iShares Trust, iShares, Inc. and iShares U.S. ETF Trust (“Registrants”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (“EQ Trusts”) and The Bank of New York Mellon (“BNY Mellon”), solely in its capacity as Trustee and on behalf of the SPDR S&P MidCap 400 ETF Trust.

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (each, an “Acquiring Registrant”) and IndexIQ ETF Trust (the “Acquired Registrant”).

AMENDMENT NO. 1 EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • March 29th, 2023 • Eq Advisors Trust

Amendment No. 1 dated March 16, 2023 (“Amendment No. 1”) to the Expense Limitation Agreement dated January 1, 2023 (“Agreement”) between Equitable Investment Management Group, LLC (the “Adviser”), Equitable Investment Management, LLC (“the Administrator”) and EQ Advisors Trust (the “Trust”).

AMENDMENT NO. 21 AMENDED AND RESTATED PARTICIPATION AGREEMENT
Participation Agreement • March 29th, 2023 • Eq Advisors Trust

Amendment No. 21, dated as of March 16, 2023, (“Amendment No. 21”), to the Amended and Restated Participation Agreement, dated as of May 23, 2012, as amended (“Agreement”), by and among EQ Advisors Trust (“Trust”), Equitable Financial Life Insurance Company of America and Equitable Distributors, LLC (collectively, the “Parties”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), by and between EQ Advisors Trust and 1290 Funds (“EQ Trusts”) and ProShares Trust (“ProShares”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (the “Acquiring Funds”) and The Select Sector SPDR Trust (the “Acquired Funds”).

LITMAN GREGORY FUNDS TRUST FUND OF FUNDS INVESTMENT AGREEMENT RULE 12d1-4
Agreement • March 29th, 2023 • Eq Advisors Trust

This Agreement, dated as of February 8, 2023, among EQ Advisors Trust and 1290 Funds on behalf of each of their respective existing and future series that invests in an Acquired Fund in reliance on the Rule as such terms are defined below, severally and not jointly, (each, an “Acquiring Fund”), and each investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), each a series of the Litman Gregory Funds Trust (the “Trust” and, together with EQ Advisors Trust and 1290 Funds, the “Parties”), severally and not jointly (each, an “Acquired Fund” and together with each Acquiring Fund, the “Funds”).

AMENDMENT NO. 6 SECURITIES LENDING AGREEMENT
Securities Lending Agreement • March 29th, 2023 • Eq Advisors Trust

Amendment No. 6, dated as of March 16, 2023 (“Amendment No. 6”), to the Securities Lending Agreement dated as of April 11, 2016 (“Agreement”), by and between JPMorgan Chase Bank, National Association (“J.P. Morgan”) and each Equitable investment company identified in Annex A hereto (“Lender”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds, on behalf of each of their series listed in Schedule A (“each, an “Acquiring Fund””) and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust, on behalf of each of their series (except such series listed on Schedule B, as may be amended from time to time) severally and not jointly (each an “Acquired Fund” and together with the “Acquiring Funds”, the “Funds”,”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (the “Acquiring Funds”) and SPDR S&P 500 ETF Trust and SPDR Dow Jones Industrial Average ETF Trust (the “Acquired Funds”).

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), between 1290 Funds and EQ Advisors Trust (“EQ Trusts”) and AB Cap Fund, Inc. (“AB Cap”).

AMENDMENT NO. 43 AMENDED AND RESTATED GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • March 29th, 2023 • Eq Advisors Trust

Amendment No. 43, dated as of March 16, 2023 (“Amendment No. 43”), to the Amended and Restated Global Custody Agreement, dated as of February 1, 2002, as amended (“Agreement”), by and between EQ Advisors Trust (“Trust”), on behalf of each of the portfolios designated on Schedule C thereto, and JPMorgan Chase Bank, N.A. (“Bank”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Agreement.

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (“EQ Trusts”) and the J.P. Morgan Exchange-Traded Fund Trust (“JPM Trust”).

AMENDMENT NO. 1 TO THE MUTUAL FUNDS SERVICE AGREEMENT
Mutual Funds Service Agreement • March 29th, 2023 • Eq Advisors Trust

AMENDMENT NO. 1, dated as of March 16, 2023 (“Amendment No. 1”), to the Mutual Funds Service Agreement dated as of January 1, 2023 (“Agreement”) between EQ Advisors Trust, a Delaware statutory trust (“Trust”), Equitable Investment Management, LLC (“Administrator”), a limited liability company organized in the State of Delaware, and Equitable Investment Management Group, LLC (“EIM or “Adviser”), a limited liability company organized in the State of Delaware.

FORM OF AMENDMENT NO. 2 FUND OF FUNDS INVESTMENT AGREEMENT
Funds Investment Agreement • March 29th, 2023 • Eq Advisors Trust

Form of Amendment No. 2, dated March 16, 2023 (“Amendment No. 2”), to the Fund of Funds Investment Agreement, dated as of January 19, 2022 (“Agreement”), among EQ Advisors Trust and 1290 Funds (“EQ Trusts”) and WisdomTree Trust.

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