ORGANIZATIONAL EXPENSE
REIMBURSEMENT AGREEMENT
This Agreement is made this 9th day of December 1997, by and between
EQ Financial Consultants, Inc. (the "Manager") and EQ Advisors Trust (the
"Trust"), on behalf of each series of the Trust set forth in Schedule A (each a
"Portfolio," and collectively, the "Portfolios").
WHEREAS, the Trust is registered as an open-end diversified management
investment company under the Investment Company Act of 1940, as amended; and
WHEREAS, there have been certain necessary organizational expenses
incurred as a part of such process, which are proper expenses of the
Portfolios, that have been and will in the future be paid by the Manager and
affiliated companies of the Manager, by reason of the fact that each Portfolio
was not capitalized when such expenses were incurred (such expenses hereinafter
referred to as "Organizational Expenses");
NOW THEREFORE, in consideration of the promises and mutual covenants
herein contained, it is agreed as follows:
1. Effective as of the initial public offering of shares of each
Portfolio, the Trust shall be obligated to reimburse and pay
to the Manager, or such affiliated companies of the Manager
as of the Manager may designate, the amounts expended and to
be expended by the Manager and its affiliates for
Organizational Expenses.
2. Such reimbursements shall be paid by the Trust promptly upon
the demand of the Manager. Upon demand for payment, the
Manager shall present copies of invoices of receipts, copies
of canceled checks or other evidence of payment of the
Organizational Expenses for which it is demanding
reimbursement from the Trust.
EQ ADVISORS TRUST
ON BEHALF OF EACH OF ITS
SERIES SET FORTH IN SCHEDULE A
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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President and Trustee
EQ FINANCIAL CONSULTANTS, INC.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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Executive Vice President
SCHEDULE A
This Agreement relates to the following Portfolios of the Trust:
Lazard Large Cap Value Portfolio
Lazard Small Cap Value Portfolio
JPM Core Bond Portfolio
BT Small Company Index Portfolio
BT International Equity Index Portfolio
BT Equity 500 Index Portfolio