LPT VARIABLE INSURANCE SERIES TRUST
SUB-ADVISORY AGREEMENT
AGREEMENT dated as of January 9, 1996, among Massachusetts Financial
Services Company, a Delaware corporation (the "Sub-Adviser"), LPIMC Insurance
Marketing Services, a California corporation (the "Adviser"), and LPT Variable
Insurance Series Trust, a Massachusetts business trust (the "Trust").
WHEREAS, Adviser has entered into an Investment Advisory Agreement
(referred to herein as the "Advisory Agreement"), dated January 9, 1996, with
the Trust, attached as Exhibit A hereto, under which Adviser has agreed to act
as investment adviser to the Trust, which is registered as an open-end
diversified management investment company under the Investment Company Act of
1940, as amended ("1940 Act"); and
WHEREAS, the Advisory Agreement provides that the Adviser may engage a
sub-adviser or sub-advisers for the purpose of managing the investments of the
Portfolios of the Trust; and
WHEREAS, the Adviser desires to retain Sub-Adviser, which is engaged in the
business of rendering investment management services, to provide certain
investment management services for the investment portfolio(s) of the Trust
listed on Exhibit B hereto (the "Portfolio") of the Trust as more fully
described below; and
WHEREAS, it is the purpose of this Agreement to express the mutual
agreements of the parties hereto with respect to the services to be provided by
Sub-Adviser to Adviser with respect to the Portfolio and the terms and
conditions under which such services will be rendered.
NOW, THEREFORE, in consideration of the mutual covenants and agreements set
forth herein, the parties hereto agree as follows:
1. Services of Sub-Adviser. The Sub-Adviser shall act as investment
sub-adviser to the Adviser with respect to the Portfolio. In this capacity,
Sub-Adviser shall have the following responsibilities:
(a) subject to the provisions of Sections 2 and 3 hereof, to manage the
Portfolio's assets in accordance with its investment objective(s), policies and
limitations as stated in the Portfolio's current prospectus and statement of
additional information (collectively, the "Prospectus"), in accordance with the
Trust's Declaration of Trust and Bylaws, as amended from time to time (the
"Charter Documents"), and in accordance with the 1940 Act;
20. Notices. All notices provided for by this Agreement shall be in writing
and shall be deemed given when received, against appropriate receipt, by Xxxxxxx
X. Xxxxx, General Counsel and Senior Vice President of Massachusetts Financial
Services Company in the case of the Sub-Adviser, Xxxx X. Xxxxxxxxx, Executive
Vice President and Chief Marketing Officer of LPIMC Insurance Marketing Services
in the case of the Adviser, and the Trust's Secretary in the case of the
Portfolio, or such other person as a party shall designate by notice to the
other parties.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their respective officers designated below as of the day and year
first above written.
LPT VARIABLE INSURANCE LPIMC INSURANCE
SERIES TRUST MARKETING SERVICES
By:___________________________ By:___________________________
Xxxx X. Xxxxxxxxx Xxxx X. Xxxxxxxxx
Title: President and Principal Executive Officer Title: Executive Vice President and
Chief Marketing Officer
MASSACHUSETTS FINANCIAL SERVICES COMPANY
By:___________________________________
A. Xxxxx Xxxxxxx
Title: Chairman
EXHIBIT B
LPT VARIABLE INSURANCE SERIES TRUST
The following Portfolios of LPT Variable Insurance Series Trust are subject
to this Agreement:
MFS Total Return Portfolio
EXHIBIT C
LPT VARIABLE INSURANCE SERIES TRUST
SUB-ADVISORY COMPENSATION
For all services rendered by Sub-Adviser hereunder, Adviser shall pay
to Sub-Adviser and Sub-Adviser agrees to accept as full compensation for
all
services rendered hereunder, monthly a fee of:
MFS Total Return Portfolio
.50% of first $200 million on an annualized basis of average daily net assets
under management.
.45% of the next $1.1 billion on an annualized basis of average daily net
assets.
.40% on an annualized basis of average daily net assets over and above $1.3
billion
LPT VARIABLE INSURANCE SERIES TRUST
By:______________________________________
Title:_____________________________________
LPIMC INSURANCE MARKETING SERVICES
By:______________________________________
Title:_____________________________________
MASSACHUSETTS FINANCIAL SERVICES COMPANY
By:______________________________________
Title:_____________________________________
A copy of the document establishing the Trust is filed with the Secretary of the
Commonwealth of Massachusetts. This Agreement is executed by officers not as
individuals and is not binding upon any of the Trustees, officers or
shareholders of the Trust individually but only upon the assets of each
Portfolio.
