Columbia Floating Rate Advantage Fund Sample Contracts

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BY-LAWS OF
By-Laws • December 28th, 2000 • Liberty Floating Rate Advantage Fund
AMENDMENT NO. 1 TO THE AGREEMENT AND DECLARATION OF TRUST OF STEIN ROE ADVISOR FLOATING RATE ADVANTAGE FUND
Agreement and Declaration of Trust • January 14th, 2000 • Stein Roe Advisor Floating Rate Advantage Fund/Ma
. . Exhibit (j)(2) APPENDIX A CUSTODIAN AGREEMENT
Custodian Agreement • September 30th, 2005 • Highland Floating Rate Advantage Fund

*Columbia High Yield Opportunity Fund (changed name from 10/24/01 Liberty High Yield Securities Fund on 10/13/03) *Columbia Strategic Income Fund 10/24/01 *Columbia Tax-Managed Growth Fund 10/10/01 *Columbia Tax-Managed Growth Fund II 10/10/01 *Columbia Tax-Managed Value Fund 10/10/01 *Columbia Tax-Managed Aggressive Growth Fund 10/10/01

RECITALS
Control Agreement • December 29th, 2004 • Highland Floating Rate Advantage Fund • New York
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Credit Agreement • February 13th, 2001 • Liberty Floating Rate Advantage Fund • Illinois
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HIGHLAND FLOATING RATE ADVANTAGE FUND AGREEMENT AND DECLARATION OF TRUST Dated as of November 26, 2007
Agreement and Declaration of Trust • December 18th, 2007 • Highland Floating Rate Advantage Fund • Delaware

AGREEMENT AND DECLARATION OF TRUST made as of November 26, 2007, by the Trustees hereunder, and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 29th, 2009 • Highland Floating Rate Advantage Fund • Delaware

INVESTMENT ADVISORY AGREEMENT made as of December 31, 2007, by and between Highland Capital Management, L.P., a Delaware limited partnership (the “Manager”), and Highland Floating Rate Advantage Fund, a Delaware statutory trust (the “Fund”).

AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT among HIGHLAND FLOATING RATE ADVANTAGE FUND, as Borrower THE CONDUIT LENDERS FROM TIME TO TIME PARTY HERETO THE SECONDARY LENDERS FROM TIME TO TIME PARTY HERETO THE MANAGING AGENTS FROM TIME...
Revolving Credit and Security Agreement • December 23rd, 2008 • Highland Floating Rate Advantage Fund • New York

AMENDED AND RESTATED REVOLVING CREDIT AND SECURITY AGREEMENT, dated as of October 7, 2008, among the Conduit Lenders (as hereinafter defined) from time to time party hereto, the Secondary Lenders (as hereinafter defined) from time to time party hereto, the Managing Agents (as hereinafter defined) from time to time party hereto, THE BANK OF NOVA SCOTIA, ACTING THROUGH ITS NEW YORK AGENCY, as agent for the Secured Parties (as hereinafter defined) (in such capacity, together with its successors and assigns, the “Agent”), and HIGHLAND FLOATING RATE ADVANTAGE FUND, a Delaware statutory trust (together with its permitted successors and assigns, the “Borrower”).

FORM OF EXHIBIT A
Underwriting Services Agreement • March 4th, 2011 • Highland Funds I

THIS REVISED EXHIBIT A, dated as of [ ], 2011, is Exhibit A to that certain Underwriting Services Agreement dated as of December 4, 2006 between PFPC Distributors, Inc. and Highland Funds I, as amended March 30, 2010. This Exhibit A is revised for the addition of Highland Floating Rate Opportunities Fund and shall supersede all previous forms of this Exhibit A.

FORM OF INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • March 4th, 2011 • Highland Funds I • Delaware

AGREEMENT made as of [ ], 2011, by and between Highland Capital Management, L.P., a Delaware limited partnership (the “Adviser”), and Highland Funds I, a Delaware statutory trust (the “Trust”), on behalf of its series listed on Exhibit A attached hereto and made a part hereof, as such Exhibit A may be amended from time to time (each a “Fund”).

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