Jpmorgan Insurance Trust Sample Contracts

FORM OF JPM SERIES TRUST II INVESTMENT ADVISORY AGREEMENT
JPM Series Trust Ii • April 30th, 1997 • New York
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FORM OF JPM SERIES TRUST II ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • April 30th, 1997 • JPM Series Trust Ii • New York
ARTICLE I 1. DEFINITIONS
Fund Participation Agreement • April 30th, 1997 • JPM Series Trust Ii • New York
TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • April 30th, 1997 • JPM Series Trust Ii • Massachusetts
CUSTODIAN CONTRACT Between JPM SERIES TRUST II and STATE STREET BANK AND TRUST COMPANY
Custodian Contract • April 30th, 1997 • JPM Series Trust Ii • Massachusetts
FORM OF JPM SERIES TRUST II INVESTMENT ADVISORY AGREEMENT
Chubb Series Trust • October 25th, 1996 • New York
WITNESSETH:
Investment Advisory Agreement • August 17th, 2001 • Jp Morgan Series Trust Ii • New York
TABLE OF CONTENTS AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration • April 16th, 2004 • Jp Morgan Series Trust Ii • Delaware
CUSTODIAN AND FUND ACCOUNTING AGREEMENT
Custodian and Fund Accounting Agreement • April 3rd, 2000 • Jp Morgan Series Trust Ii • New York
Appendix A Transfer Agency Agreement for JPMorgan Funds (Amended as of February 14, 2008)
Transfer Agency Agreement • April 24th, 2008 • Jp Morgan Series Trust Ii

BOSTON FINANCIAL DATA SERVICES, INC. JPMORGAN TRUST I JPMORGAN TRUST II UNDISCOVERED MANAGERS FUNDS J.P. MORGAN MUTUAL FUND GROUP J.P. MORGAN FLEMING MUTUAL FUND GROUP, INC. J.P. MORGAN MUTUAL FUND INVESTMENT TRUST UM INVESTMENT TRUST J.P. MORGAN SERIES TRUST II JPMORGAN INSTITUTIONAL TRUST JPMORGAN INSURANCE TRUST

AMENDMENT TO GLOBAL CUSTODY AND FUND ACCOUNTING AGREEMENT BETWEEN EACH OF THE ENTITIES LISTED ON SCHEDULE A AND JPMORGAN CHASE BANK, N.A.
Accounting Agreement • April 24th, 2008 • Jp Morgan Series Trust Ii • New York

WHEREAS, the parties have previously entered into that certain Global Custody and Fund Accounting Agreement referred to above (the "Agreement"). The parties have now agreed to amend the Agreement pursuant to this Amendment (the “Amendment”). Unless otherwise defined in this Amendment, capitalized terms used in this Amendment shall have the meanings specified in the Agreement.

AMENDMENT TO GLOBAL CUSTODY AND FUND ACCOUNTING AGREEMENT
Global Custody and Fund Accounting Agreement • April 24th, 2008 • Jp Morgan Series Trust Ii

THIS AMENDMENT is made as of September 1, 2007, by and between JPMorgan Chase Bank, N.A. and the entities who are currently parties to the Global Custody and Fund Accounting Agreement, in place for the investment companies in the JPMorgan fund complex (as listed below) (the “Agreement”).

FORM OF JPM SERIES TRUST II ADMINISTRATIVE SERVICES AGREEMENT
Services Agreement • October 25th, 1996 • Chubb Series Trust • New York
SERVICING AGREEMENT
Servicing Agreement • December 22nd, 2008 • Jpmorgan Insurance Trust • Massachusetts

THIS AGREEMENT is made as of the __ day of ____________, _______by and between JPMorgan Insurance Trust, a Massachusetts business trust (the “Trust”) and ________ (the “Company”).

WITNESSETH:
Administrative Services Agreement • August 17th, 2001 • Jp Morgan Series Trust Ii • New York
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APPENDIX A TRANSFER AGENCY AGREEMENT FOR
Jp Morgan Series Trust Ii • April 28th, 2006
FORM OF REORGANIZATION AGREEMENT BETWEEN JPMORGAN INSURANCE TRUST GOVERNMENT BOND PORTFOLIO AND JPMORGAN INSURANCE TRUST CORE BOND PORTFOLIO JPMORGAN INSURANCE TRUST AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • December 22nd, 2008 • Jpmorgan Insurance Trust • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of this __ day of __________, 2009, by JPMorgan Insurance Trust, a Massachusetts business trust (“JPMIT”), on behalf of its series JPMorgan Insurance Trust Core Bond Portfolio, (the “Acquiring Fund”), and its series JPMorgan Insurance Trust Government Bond Portfolio, (the “Acquired Fund”).

Appendix A Transfer Agency Agreement for JPMorgan Funds (Amended as of February 15, 2007)
Transfer Agency Agreement • April 27th, 2007 • Jp Morgan Series Trust Ii

JPMorgan Trust I JPMorgan Emerging Markets Debt Fund JPMorgan Bond Fund JPMorgan Strategic Income Fund JPMorgan Short Term Bond Fund JPMorgan Enhanced Income Fund JPMorgan California Tax Free Bond Fund JPMorgan Intermediate Tax Free Bond Fund JPMorgan New York Tax Free Bond Fund JPMorgan Tax Aware Short-Intermediate Income Fund JPMorgan Tax Aware Disciplined Equity Fund JPMorgan Tax Aware Enhanced Income Fund JPMorgan Tax Aware U.S. Equity Fund JPMorgan Tax Aware Large Cap Growth Fund JPMorgan Equity Income II Fund JPMorgan Intrepid International Fund JPMorgan Market Neutral Fund JPMorgan Emerging Markets Equity Fund JPMorgan International Opportunities Fund JPMorgan International Value Fund JPMorgan Asia Equity Fund JPMorgan Intrepid European Fund JPMorgan International Growth Fund JPMorgan International Small Cap Equity Fund JPMorgan Japan Fund JPMorgan International Equity Fund JPMorgan Disciplined Equity Fund JPMorgan Diversified Fund

EXHIBIT (1)(b) THE CHUBB SERIES TRUST ARTICLES OF AMENDMENT
Chubb Series Trust • December 31st, 1996
WITNESSETH:
Administrative Services Agreement • April 20th, 2005 • Jp Morgan Series Trust Ii • New York
May 1, 2008
Jp Morgan Series Trust Ii • April 24th, 2008
FORM OF REORGANIZATION AGREEMENT AMONG J.P. MORGAN SERIES TRUST II PORTFOLIOS AND JPMORGAN INSURANCE TRUST PORTFOLIOS JPMORGAN INSURANCE TRUST J.P. MORGAN SERIES TRUST II AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • December 22nd, 2008 • Jpmorgan Insurance Trust • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made as of this ___ day of __________ , 2009, by and between JPMorgan Insurance Trust, a Massachusetts business trust (“JPMIT”), on behalf of its series set forth on Schedule A, (each an “Acquiring Fund,” and together the “Acquiring Funds”), and J.P. Morgan Series Trust II, a Delaware statutory trust (“Series Trust II”), on behalf of its series set forth on Schedule A, (each an “Acquired Fund,” and together the “Acquired Funds”).

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