Nationwide Fund Distributors LLC 1000 Continental Drive, Suite 400 King of Prussia, PA 19406

EX-28.h.10

Nationwide Fund Distributors LLC
0000 Xxxxxxxxxxx Xxxxx, Xxxxx 000
Xxxx xx Xxxxxxx, XX 00000

May 1, 2010

Nationwide Variable Insurance Trust
0000 Xxxxxxxxxxx Xxxxx, Xxxxx 000
Xxxx xx Xxxxxxx, Xxxxxxxxxxxx 00000

Re: 12b-1 Fee Waiver

Ladies and Gentlemen:

     By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Nationwide Fund Distributors LLC (the “Distributor”) agrees that, with respect to the Xxxxxxxxx Xxxxxx NVIT Socially Responsible Fund (the “Fund”), a series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fee for the Class II Shares of the Fund in an amount equal to 0.16% for the period from the date of this Agreement through April 30, 2011. The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

Nationwide Fund Distributors LLC
 

By:  

Name:  

Title:  

Your signature below acknowledges
acceptance of this Agreement:

Nationwide Variable Insurance Trust

By:  

Name:  

Title:  

Date: