Common use of Disclosure about Sub-Adviser Clause in Contracts

Disclosure about Sub-Adviser. The Sub-Adviser has reviewed the post-effective amendment to the Registration Statement for the Company filed with the SEC that contains disclosure about the Sub-Adviser, and represents and warrants that, with respect to the disclosure about or information relating, directly or indirectly, to the Sub-Adviser, to the Sub-Adviser’s knowledge, such Registration Statement contains, as of the date hereof, no untrue statement of any material fact and does not omit any statement of a material fact which was required to be stated therein or necessary to make the statements contained therein not misleading. The Sub-Adviser further represents and warrants that it is a duly registered investment adviser under the Advisers Act, or alternatively that it is not required to be a registered investment adviser under the Advisers Act to perform the duties described in this Agreement, and that it is a duly registered investment adviser in all states in which the Sub-Adviser is required to be registered and will maintain such registration so long as this Agreement remains in effect. The Sub-Adviser will provide the Adviser with a copy of the Sub-Adviser’s Form ADV, Part II at the time the Form ADV and any amendment is filed with the SEC, and a copy of its written code of ethics complying with the requirements of Rule 17j-1 under the 1940 Act, together with evidence of its adoption. The Sub-Adviser also represents that since Ameriprise Financial Inc. (“Ameriprise”) acquired the “Columbia” name from Bank of America, N.A. on May 1, 2010, (i) the Sub-Adviser has been continuously and publicly using the name, “Columbia,” in the name of the funds it manages, and (ii) no demand letters or any other suits, claims or proceedings relating to the “Columbia” name have been received by or brought against the Sub-Adviser, its subsidiaries, or its parent company, Ameriprise.

Disclosure about Sub-Adviser. The Sub-Adviser has received and reviewed the post-effective most current amendment to the Registration Statement for the Company filed with relating to the SEC offering of Fund shares that contains disclosure about the Sub-Adviser, and represents and warrants that, with respect to the disclosure about or information relating, directly or indirectly, to the Sub-AdviserAdviser and its investment process or personnel, to and securities or other investments permitted for investment for the Sub-Adviser’s knowledgePortfolio, including the risks of such securities or other investments, such Registration Statement containsStatement, as of the date hereof, contains no untrue statement of any material fact and does not omit any statement of or omits to state a material fact which was required to that would be stated therein or necessary in order to make the statements contained therein therein, in light of the circumstances under which they were made, not misleading. The Sub-Adviser agrees to promptly notify the Adviser of any changes to the above referenced information within the Registration Statement that are necessary for the Registration Statement to remain accurate or to ensure that the Registration Statement contains no untrue statement of any material fact or omits to state a material fact that would be necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading. The Sub-Adviser further represents and warrants that it is a duly registered investment adviser under the Advisers Act, or alternatively that it is not required to be a registered investment adviser under Act and regulated by the Advisers Act to perform the duties described in this Agreement, and that it is a duly registered investment adviser in all states in which the Sub-Adviser is required to be registered FCA and will maintain such registration so long as this Agreement remains in effect. The Sub-Adviser will provide the Adviser with hereby acknowledges that it has received a copy of the Sub-Adviser’s Form ADV, Part II at the time the Form ADV and any amendment is (as filed with the SEC, and a copy ) prior to entering into this Agreement. For the purposes of its written code the rules of ethics complying with the requirements of Rule 17j-1 under the 1940 Act, together with evidence of its adoption. The Sub-Adviser also represents that since Ameriprise Financial Inc. FCA (“Ameriprise”) acquired the “Columbia” name from Bank of AmericaFCA Rules”), N.A. on May 1, 2010, (i) the Sub-Adviser has been continuously and publicly using categorized the name, “Columbia,” Adviser as a professional client (as defined in the name of the funds it manages, FCA Rules) and (ii) no demand letters or any other suits, claims or proceedings relating to the “Columbia” name have been received by or brought against the Sub-Adviser, Adviser will provide its subsidiaries, or its parent company, Ameripriseservices hereunder on this basis.