Exhibit (h)(4)(vii)
Form of Third Amendment Agreement
Dated as of March __, 2006
To: The Banks party to the
Credit Agreement referred to below
c/o State Street Bank and Trust Company,
as Operations and Administrative Agent
000 Xxxxxxxx Xxxxxx, XXX/0
Xxxxxx, XX 00000-0000
Re: Columbia Funds Credit Facility
Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement for the Columbia Funds,
dated as of July 23, 2004, as amended (as so amended, the "Credit Agreement"),
by and among the registered investment companies listed on the signature pages
thereof (collectively, the "Entities"), the lending institutions listed on the
signature pages thereof (the "Banks"), State Street Bank and Trust Company, as
operations agent (the "Operations Agent") for itself and such Banks as are or
may become parties thereto, and State Street Bank and Trust Company, as
administrative agent (the "Administrative Agent") for itself and such Banks as
are or may become parties thereto. Capitalized terms which are used herein
without definition and which are defined in the Credit Agreement shall have the
same meanings herein as in the Credit Agreement.
Each Borrower hereby severally represents and warrants to the Banks and the
Agents as follows:
(a) each Series of CMG Fund Trust listed on Schedule A attached hereto
intends to reorganize its assets on or before March 27, 2006 into a
newly established series (each, an "Additional Institutional Series")
of Columbia Funds Institutional Trust, a Massachusetts business trust
(the "Institutional Trust"), as indicated on such schedule, in a
"shell" reorganization with each Additional Institutional Series being
the survivor of such reorganization;
(b) each Series of Liberty Variable Investment Trust listed on Schedule B
attached hereto intends to reorganize its assets on or before May 1,
2006 into a Series (each, an "Additional Variable Series") of the
SteinRoe Variable Investment Trust (to be renamed Columbia Variable
Investment Trust) as indicated on such schedule, with such Additional
Variable Series of the SteinRoe Variable Investment Trust being the
survivor of such reorganization;
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(c) the SteinRoe Variable Investment Trust intends to change its name to
"Columbia Variable Investment Trust" on or before April 28, 2006; and
(d) each of the Borrowers listed on Schedule C intends to reorganize its
assets on or before March 27, 2006 into a newly established series
(each, an "Additional Retail Series") of Columbia Funds Series Trust I
as indicated on such schedule in a "shell" reorganization with each
Additional Retail Series being the survivor of such reorganization.
Each Additional Institutional Series, Additional Variable Series and
Additional Retail Series shall be referred to herein as a "New Series". The
Institutional Trust, on behalf of each Additional Institutional Series, the
SteinRoe Variable Investment Trust, on behalf of each Additional Variable
Series, and the Columbia Funds Series Trust I, on behalf of each Additional
Retail Series, shall be referred to herein as a "New Borrower".
In connection with the foregoing, the Borrowers hereby request that (i) the
Institutional Trust be added as an Entity for all purposes of the Credit
Agreement and the other Loan Documents on behalf of each of the Additional
Institutional Series for all purposes and (ii) each New Series become a Series
under the Credit Agreement and the other Loan Documents for all purposes. Each
of the Banks and the Agents, by their signature below hereby agree to the
foregoing requests, provided that:
(a) The Institutional Trust shall not be added as an Entity for all
purposes of the Credit Agreement and the other Loan Documents unless and until
each of the following conditions are satisfied:
(1) the Operations Agent shall have received an Instrument of
Adherence to the Credit Agreement and the other Loan Documents in
substantially the form of the Instrument of Adherence attached hereto as
Exhibit A; and
(2) the conditions precedent in clause (b) below are satisfied with
respect to at least one Additional Institutional Series.
(b) No New Series shall become a Series under the Credit Agreement and each
of the other Loan Documents unless and until each of the following conditions
are satisfied:
(1) with respect to any Additional Institutional Series, the
conditions precedent set forth in clause (a) above have been satisfied;
(2) the Operations Agent shall have received a Note for the account of
PNC Bank National Association in an amount equal to such Bank's Commitment
Amount, or, if less, the aggregate unpaid principal amount of such Bank's
Loans, executed on behalf of such New Series;
(3) the Operations shall have received a Form F.R. U-1 in favor of
each Bank executed on behalf of such New Series;
-3-
(4) the Operations Agent shall have received an Allocation Notice with
respect to each of the Borrowers (including the New Borrower) that has been
manually signed by an authorized officer of each of the Entities;
(5) the Operations Agent shall have received a manually signed
certificate from the Secretary of the applicable Entity in form and
substance satisfactory to the Operations Agent as to the incumbency of, and
bearing manual specimen signatures of, the officers of such Entity who are
authorized to execute and take actions under the Loan Documents, as to the
Custodian and Investment Adviser of such New Series, and certifying and
attaching copies of (i) the declaration of trust of such Entity (with the
designation of such New Series or accompanied by duly authorized
resolutions designating such New Series) and by-laws as then in effect,
(ii) duly authorized resolutions of the Board of Trustees of such Entity
authorizing for such New Series the transactions contemplated hereby, and
(iii) the current Prospectus for such New Series (or the links to the SEC's
website where each such Prospectus may be located);
(6) the Operations Agent shall have received a certificate manually
signed by an authorized officer of the applicable Entity, on behalf of such
New Series, (A) to the effect set forth in clauses (b) (if applicable), (c)
and (d) of Section 3.02 of the Credit Agreement, (B) representing,
warranties and agreeing that the applicable Entity shall, on behalf of such
New Series, comply with and be bound by all of the terms, conditions and
covenants of the Credit Agreement and each of the other Loan Documents, (C)
acknowledging that, with respect to such New Series, the term "Effective
Date" as used in Section 4.07 of the Credit Agreement shall mean the date
on which each of the conditions precedent set forth in this clause (b) are
satisfied with respect to such New Series and (D) representing that, since
the date on which such New Series commenced operations, there has been no
material adverse change in the business, financial position, results of
operation or prospects of such New Series, such Certificate to be in form
and substance satisfactory to the Operations Agent;
(7) the Operations Agent shall have received an Asset Coverage Ratio
Certificate manually signed by an authorized officer of the applicable
Entity, on behalf of such New Series;
(8) the Operations Agent shall have received a copy of the declaration
of trust of the applicable Entity, with all amendments, certified as of a
recent date by the Secretary of State of the Commonwealth of Massachusetts;
(9) the Operations Agent shall have received certificates dated as of
a recent date that are satisfactory to the Operations Agent and reflect
that the applicable Entity is legally existing, in good standing and
qualified to engage in business in Massachusetts and in each jurisdiction
where its ownership, lease or operation of properties or the conduct of its
business requires such qualification;
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(10) the Operations Agent shall have received an opinion of Ropes &
Xxxx LLP, counsel to the New Series, which is satisfactory to the
Operations Agent in all respects; and
(11) the Operations Agent shall have received an updated Schedule 2 to
the Credit Agreement that shows the addition of such New Series as a Series
(and, if applicable, the Institutional Trust as an Entity) under the Credit
Agreement and each of the other Loan Documents.
This letter agreement is a contract under seal under the laws of the
Commonwealth of Massachusetts and shall for all purposes be construed in
accordance with and governed by the laws of said Commonwealth (excluding the
laws applicable to conflicts or choice of law). Except as specifically amended
by this letter agreement, the Credit Agreement and all other agreements and
instruments executed and delivered in connection with the Credit Agreement shall
remain in full force and effect. This letter agreement is limited specifically
to the matters set forth herein and does not constitute directly or by
implication an amendment or waiver of any other provision of the Credit
Agreement or any of the other Loan Documents. This letter agreement may be
executed in several counterparts and by each party on a separate counterpart,
each of which when so executed and delivered shall be an original, and all of
which together shall constitute one instrument. In proving this letter agreement
it shall not be necessary to produce or account for more than one such
counterpart signed by the party against whom enforcement is sought. This letter
agreement shall constitute a Loan Document.
A copy of each Entity's agreement and declaration of trust is on file with
the Secretary of The Commonwealth of Massachusetts, and notice is hereby given
that this instrument is executed by the Trustees and officers of such Entity as
Trustees and officers, as the case may be, and not individually and that the
obligations of this instrument are not binding upon any of the Trustees,
officers or shareholders individually but are binding only upon the assets and
property of the appropriate Entity.
[Signature page follows.]
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Very truly yours,
COLUMBIA FUNDS TRUST I, on behalf of its
Series Columbia High-Yield Opportunity
Fund
By:
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Title:
---------------------------------
COLUMBIA FUNDS TRUST II, on behalf of
its Series Columbia Greater China Fund
By:
------------------------------------
Title:
---------------------------------
COLUMBIA FUNDS TRUST III, on behalf of
its Series Columbia World Equity Fund,
Columbia Core Bond Fund and Columbia
Liberty Fund
By:
------------------------------------
Title:
---------------------------------
COLUMBIA FUNDS TRUST IV, on behalf of
its Series Columbia Tax-Exempt Insured
Fund and Columbia Utilities Fund
By:
------------------------------------
Title:
---------------------------------
COLUMBIA FUNDS TRUST V, on behalf of its
Series Columbia Connecticut Intermediate
Municipal Bond Fund, Columbia
Connecticut Tax-Exempt Fund, Columbia
Massachusetts Intermediate Municipal
Bond Fund, Columbia Massachusetts
Tax-Exempt Fund, Columbia New Jersey
Intermediate Municipal Bond Fund,
Columbia New York Intermediate Municipal
Bond Fund, Columbia New York Tax-Exempt
Fund, Columbia Rhode Island Intermediate
Municipal Bond Fund and Columbia US
Treasury Index Fund
By:
------------------------------------
Title:
---------------------------------
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COLUMBIA FUNDS TRUST VI, on behalf of
its Series Columbia Small Cap Value Fund
I
By:
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Title:
---------------------------------
COLUMBIA FUNDS TRUST VIII, on behalf of
its Series Columbia Income Fund and
Columbia Intermediate Bond Fund
By:
------------------------------------
Title:
---------------------------------
COLUMBIA FUNDS TRUST XI, on behalf of
its Series Columbia Asset Allocation
Fund, Columbia Large Cap Growth Fund,
Columbia Disciplined Value Fund,
Columbia Growth Stock Fund, Columbia
Common Stock Fund, Columbia Small Cap
Core Fund, Columbia Small Company Equity
Fund, Columbia Dividend Income Fund and
Columbia Young Investor Fund
By:
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Title:
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COLUMBIA BALANCED FUND, INC.
By:
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Title:
---------------------------------
COLUMBIA CONSERVATIVE HIGH YIELD FUND
By:
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Title:
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COLUMBIA OREGON INTERMEDIATE MUNICIPAL
BOND FUND
By:
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Title:
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COLUMBIA REAL ESTATE EQUITY FUND, INC.
By:
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Title:
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COLUMBIA SMALL CAP GROWTH FUND I
By:
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Title:
---------------------------------
COLUMBIA MID CAP GROWTH FUND, INC.
By:
------------------------------------
Title:
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COLUMBIA STRATEGIC INVESTOR FUND, INC.
By:
------------------------------------
Title:
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COLUMBIA TECHNOLOGY FUND, INC.
By:
------------------------------------
Title:
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CMG FUND TRUST, on behalf of its Series
CMG Core Bond Fund, CMG Enhanced S&P 500
Index Fund, CMG High Yield Fund, CMG
International Stock Fund, CMG Large Cap
Growth Fund, CMG Large Cap Value Fund,
CMG Mid Cap Growth Fund, CMG Mid Cap
Value Fund, CMG Short Term Bond Fund,
CMG Small Cap Fund, CMG Small Cap Growth
Fund, CMG Small Cap Value Fund, CMG
Small/Mid Cap Fund, CMG Strategic Equity
Fund, and CMG Ultra Short Term Bond Fund
By:
------------------------------------
Title:
---------------------------------
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LIBERTY VARIABLE INVESTMENT TRUST, on
behalf of its Series Colonial Small Cap
Value Fund, VS, Colonial Strategic
Income Fund, VS, Columbia High Yield
Fund, VS, Columbia International Fund,
VS, Liberty Growth & Income Fund, VS,
Liberty S&P 500 Index Fund, VS, Liberty
Select Value Fund, VS
By:
------------------------------------
Title:
---------------------------------
STEINROE VARIABLE INVESTMENT TRUST, on
behalf of its Series Liberty Asset
Allocation Fund, VS, Liberty Federal
Securities Fund, VS, Liberty Small
Company Growth Fund, VS, and Columbia
Large Cap Growth Fund, VS
By:
------------------------------------
Title:
---------------------------------
COLUMBIA FUNDS SERIES TRUST I, on behalf
of its Series Columbia California Tax
Exempt Fund, Columbia Federal Securities
Fund, Columbia High Yield Municipal
Fund, Columbia Intermediate Municipal
Bond Fund, Columbia International Stock
Fund, Columbia Strategic Income Fund,
Columbia Tax Exempt Fund, and Columbia
Tax Managed Growth Fund
By:
------------------------------------
Title:
---------------------------------
ACKNOWLEDGED AND AGREED:
STATE STREET BANK AND TRUST COMPANY,
Individually, as Operations Agent and
as Administrative Agent
By:
---------------------------------
Title:
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PNC BANK, NATIONAL ASSOCIATION
By:
---------------------------------
Title:
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SOCIETE GENERALE
By:
---------------------------------
Title:
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LLOYDS TSB BANK PLC, individually
and as Senior Managing Agent
By:
---------------------------------
Name:
-------------------------------
Title:
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By:
---------------------------------
Name:
-------------------------------
Title:
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BANCO BILBAO VIZCAYA ARGENTARIA S.A.
By:
---------------------------------
Name:
-------------------------------
Title:
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By:
---------------------------------
Name:
-------------------------------
Title:
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Exhibit (h)(4)(vii)
SCHEDULE A
INSTITUTIONAL REORGANIZATIONS
EACH OF THE FOLLOWING SERIES OF CMG FUNDS TRUST WILL REORGANIZE ITS ASSETS INTO
THE SERIES OF COLUMBIA FUNDS INSTITUTIONAL TRUST SET FORTH OPPOSITE ITS NAME.
CMG FUNDS TRUST COLUMBIA FUNDS INSTITUTIONAL TRUST
--------------- ----------------------------------
ADDITIONAL INSTITUTIONAL SERIES
- CMG Core Bond Fund - CMG Core Bond Fund
- CMG Enhanced S&P 500 Index Fund - CMG Enhanced S&P 500 Index Fund
- CMG High Yield Fund - CMG High Yield Fund
- CMG International Stock Fund - CMG International Stock Fund
- CMG Large Cap Growth Fund - CMG Large Cap Growth Fund
- CMG Large Cap Value Fund - CMG Large Cap Value Fund
- CMG Mid Cap Growth Fund - CMG Mid Cap Growth Fund
- CMG Mid Cap Value Fund - CMG Mid Cap Value Fund
- CMG Short Term Bond Fund - CMG Short Term Bond Fund
- CMG Small Cap Fund - CMG Small Cap Growth Fund*
- CMG Small Cap Growth Fund - [Removed]*
- CMG Small Cap Value Fund - CMG Small Cap Value Fund
- CMG Small/Mid Cap Fund - CMG Small/Mid Cap Fund
- CMG Strategic Equity Fund - CMG Strategic Equity Fund
- CMG Ultra Short Term Bond Fund - CMG Ultra Short Term Bond Fund
* Subsequent to the reorganization, CMG Small Cap Growth Fund will be merged
into CMG Small Cap Fund, which will subsequently be renamed CMG Small Cap
Growth Fund.
Exhibit (h)(4)(vii)
SCHEDULE B
VARIABLE REORGANIZATIONS
EACH OF THE FOLLOWING SERIES OF LIBERTY VARIABLE INVESTMENT TRUST WILL
REORGANIZE ITS ASSETS INTO THE SERIES OF STEINROE VARIABLE INVESTMENT TRUST SET
FORTH OPPOSITE ITS NAME.
COLUMBIA VARIABLE INVESTMENT TRUST
LIBERTY VARIABLE INVESTMENT TRUST (FORMERLY STEINROE VARIABLE INVESTMENT TRUST)
--------------------------------- ---------------------------------------------
ADDITIONAL VARIABLE SERIES
- Colonial Small Cap Value Fund, VS - Colonial Small Cap Value Fund, VS
- Colonial Strategic Income Fund, VS - Colonial Strategic Income Fund, VS
- Columbia High Yield Fund, VS*
- Columbia International Fund, VS - Columbia International Fund, VS
- Liberty Growth & Income Fund, VS - Liberty Growth & Income Fund, VS
- Liberty S&P 500 Index Fund, VS - Liberty S&P 500 Index Fund, VS
- Liberty Select Value Fund, VS - Liberty Select Value Fund, VS
EXISTING SERIES
- Liberty Asset Allocation Fund, VS
- Liberty Federal Securities Fund, VS
- Liberty Small Company Growth Fund, VS
- Columbia Large Cap Growth Fund, VS
* Columbia High Yield Fund, VS will be merged into Nations High Yield Bond
Portfolio, a series of Nations Separate Account Trust.
Exhibit (h)(4)(vii)
SCHEDULE C
RETAIL REORGANIZATIONS
EACH OF THE FOLLOWING SERIES WILL REORGANIZE ITS ASSETS INTO THE SERIES OF
COLUMBIA FUNDS SERIES TRUST I SET FORTH OPPOSITE ITS NAME.
SERIES COLUMBIA FUNDS SERIES TRUST I
------ -----------------------------
ADDITIONAL RETAIL SERIES
- Columbia High-Yield Opportunity Fund, a - Columbia High-Yield Opportunity Fund
series of Columbia Funds Trust I
- Columbia Greater China Fund, a series of - Columbia Greater China Fund
Columbia Funds Trust II
- Columbia Liberty Fund, a series of Columbia - Columbia Liberty Fund
Funds Trust III
- Columbia World Equity Fund, a series of - Columbia World Equity Fund
Columbia Funds Trust III
- Columbia Core Bond Fund, a series of Columbia - Columbia Core Bond Fund
Funds Trust III
- Columbia Utilities Fund, a series of Columbia - Columbia Utilities Fund
Funds Trust IV
- Columbia Tax-Exempt Insured Fund, a series of - Columbia Tax-Exempt Insured Fund
Columbia Funds Trust IV
- Columbia Massachusetts Tax-Exempt Fund, a - Columbia Massachusetts Tax-Exempt Fund
series of Columbia Funds Trust V
- Columbia Connecticut Tax-Exempt Fund, a - Columbia Connecticut Tax-Exempt Fund
series of Columbia Funds Trust V
- Columbia New York Tax-Exempt Fund, a series - Columbia New York Tax-Exempt Fund
of Columbia Funds Trust V
- Columbia Massachusetts Intermediate Municipal - Columbia Massachusetts Intermediate
Bond Fund, a series of Columbia Funds Trust V Municipal Bond Fund
-2-
- Columbia US Treasury Index Fund, a series of - Columbia US Treasury Index Fund
Columbia Funds Trust V
- Columbia Rhode Island Intermediate Municipal - Columbia Rhode Island Intermediate
Bond Fund, a series of Columbia Funds Trust V Municipal Bond Fund
- Columbia Connecticut Intermediate Municipal - Columbia Connecticut Intermediate
Bond Fund, a series of Columbia Funds Trust V Municipal Bond Fund
- Columbia New York Intermediate Municipal Bond - Columbia New York Intermediate
Fund, a series of Columbia Funds Trust V Municipal Bond Fund
- Columbia New Jersey Intermediate Municipal - Columbia New Jersey Intermediate
Bond Fund, a series of Columbia Funds Trust V Municipal Bond Fund
- Columbia Small Cap Value Fund I, a series of - Columbia Small Cap Value Fund I
Columbia Funds Trust VI
- Columbia Intermediate Bond Fund, a series of - Columbia Intermediate Bond Fund
Columbia Funds Trust VIII
- Columbia Income Fund, a series of Columbia - Columbia Income Fund
Funds Trust VIII
- Columbia Large Cap Growth Fund, a series of - Columbia Large Cap Growth Fund
Columbia Funds Trust XI
- Columbia Growth Stock Fund, a series of - Columbia Growth Stock Fund
Columbia Funds Trust XI
- Columbia Young Investor Fund, a series of - Columbia Young Investor Fund
Columbia Funds Trust XI
- Columbia Small Cap Core Fund, a series of - Columbia Small Cap Core Fund
Columbia Funds Trust XI
- Columbia Common Stock Fund, a series of - Columbia Common Stock Fund
Columbia Funds Trust XI
-3-
- Columbia Asset Allocation Fund, a series of - Columbia Asset Allocation Fund
Columbia Funds Trust XI
- Columbia Small Company Equity Fund, a series - Columbia Small Company Equity Fund
of Columbia Funds Trust XI
- Columbia Dividend Income Fund, a series of - Columbia Dividend Income Fund
Columbia Funds Trust XI
- Columbia Disciplined Value Fund, a series of - Columbia Disciplined Value Fund
Columbia Funds Trust XI
- Columbia Balanced Fund, Inc. - Columbia Balanced Fund
- Columbia Conservative High Yield Fund - Columbia Conservative High Yield Fund
- Columbia Oregon Intermediate Municipal Bond - Columbia Oregon Intermediate Municipal
Fund Bond Fund
- Columbia Real Estate Equity Fund, Inc. - Columbia Real Estate Equity Fund
- Columbia Small Cap Growth Fund I - Columbia Small Cap Growth Fund I
- Columbia Mid-Cap Growth Fund, Inc. - Columbia Mid-Cap Growth Fund
- Columbia Strategic Investor Fund, Inc. - Columbia Strategic Investor Fund
- Columbia Technology Fund, Inc. - Columbia Technology Fund
EXISTING SERIES
- Columbia California Tax-Exempt Fund
- Columbia Federal Securities Fund
- Columbia High Yield Municipal Fund
- Columbia Intermediate Municipal Bond
Fund
- Columbia International Stock Fund
- Columbia Strategic Income Fund
- Columbia Tax-Exempt Fund
- Columbia Tax-Managed Growth Fund
EXHIBIT A
FORM OF
INSTRUMENT OF ADHERENCE
Dated as of _____________
To the Banks Referred to Below
c/o State Street Bank and Trust Company,
as Operations and Administrative Agent
000 Xxxxxxxx Xxxxxx, XXX/0
Xxxxxx, Xxxxxxxxxxxxx 00000-0000
Ladies and Gentlemen:
Reference is hereby made to the Credit Agreement for Columbia Funds, dated
as of July 23, 2004, as amended (such agreement, as in effect from time to time,
the "Credit Agreement"), among each of the registered investment companies
listed on the signature pages thereof (collectively, the "Entities"), the
lending institutions listed on the signature pages hereof (collectively, the
"Banks"), State Street Bank and Trust Company, as operations agent for itself
and such other lending institutions (the "Operations Agent"), and State Street
Bank and Trust Company, as administrative agent for itself and such other
lending institutions (the "Administrative Agent"). Capitalized terms which are
used herein without definition and which are defined in the Credit Agreement
shall have the same meanings herein as in the Credit Agreement.
In reliance on each of the representations, warranties and covenants set
forth herein, each of the Banks and the Agents, by its signature hereto, hereby
agrees that COLUMBIA FUNDS INSTITUTIONAL TRUST (the "New Trust") shall become an
Entity for all purposes of the Credit Agreement and each of the other Loan
Documents as of the date hereof.
The New Trust covenants and agrees that it shall, on behalf of each of its
Series, comply with and be bound by all of the terms, conditions and covenants
of the Credit Agreement, as amended hereby, and each of the other Loan
Documents. Without limiting the generality of the preceding sentence, the New
Trust, on behalf of each of its Series, hereby promises to duly and punctually
pay or cause to be paid from the assets of each of such Series the principal of
and interest on all Loans made for the benefit of such Series, along with such
Series' allocated share of all fees and expenses under the Loan Documents.
A copy of the New Trust's agreement and declaration of trust is on file
with the Secretary of The Commonwealth of Massachusetts, and notice is hereby
given that this instrument is executed by the Trustees and officers of the New
Trust as Trustees and officers, as the case may be, and not individually and
that the obligations of this instrument are not binding upon any of the
Trustees, officers or shareholders individually but are binding only upon the
assets and property of the New Trust.
-2-
This Instrument of Adherence, upon its acceptance by the Operations Agents,
shall constitute a Loan Document. Except as otherwise expressly provided by this
Instrument of Adherence, all of the terms, conditions and provisions of the
Credit Agreement and each of the other Loan Documents shall remain the same. It
is declared and agreed by each of the parties hereto that the Credit Agreement
and each of the other Loan Documents, as amended hereby, shall continue in full
force and effect, and that this Instrument of Adherence and each of the Credit
Agreement and the other Loan Documents shall be read and construed as one
instrument. This Instrument of Adherence is intended to take effect as an
instrument under seal and is governed by the laws of the Commonwealth of
Massachusetts. This Instrument of Adherence may be executed in any number of
counterparts, but all such counterparts shall together constitute but one
instrument. In making proof of this Instrument of Adherence it shall not be
necessary to produce or account for more than one counterpart signed by each
party hereto by and against which enforcement hereof is sought.
Very truly yours,
COLUMBIA FUNDS INSTITUTIONAL TRUST, ON
BEHALF ITS SERIES CMG CORE BOND FUND,
CMG ENHANCED S&P 500 INDEX FUND, CMG
HIGH YIELD FUND, CMG INTERNATIONAL STOCK
FUND, CMG LARGE CAP GROWTH FUND, CMG
LARGE CAP VALUE FUND, CMG MID CAP GROWTH
FUND, CMG MID CAP VALUE FUND, CMG SHORT
TERM BOND FUND, CMG SMALL CAP FUND, CMG
SMALL CAP GROWTH FUND, CMG SMALL CAP
VALUE FUND, CMG SMALL/MID CAP FUND, CMG
STRATEGIC EQUITY FUND, AND CMG ULTRA
SHORT TERM BOND FUND
By:
------------------------------------
Title:
---------------------------------
Accepted and Agreed:
STATE STREET BANK AND TRUST COMPANY,
individually, as Operations Agent
By:
---------------------------------
Title:
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