EXHIBIT 23(D)(2)
FORM OF
SUB-ADVISORY AGREEMENT
This Sub-Advisory Agreement ("Sub-Advisory Agreement") executed as of May
1, 2010, is between LINCOLN INVESTMENT ADVISORS CORPORATION, a Tennessee
corporation (the "Adviser"), and BlackRock Financial Management, Inc., a
Delaware corporation (the "Sub-Adviser").
WHEREAS, Lincoln Variable Insurance Products Trust (the "Trust"), on behalf
of the LVIP BlackRock Inflation Protected Bond Fund (the "Fund"), has entered
into an Investment Management Agreement with the Adviser, pursuant to which the
Adviser has agreed to provide certain investment management services to the
Fund; and
WHEREAS, the Adviser desires to appoint Sub-Adviser as investment
sub-adviser to provide the investment advisory services to the Fund as specified
herein, and Sub-Adviser is willing to serve the Fund in such capacity.
NOW, THEREFORE, in consideration of the mutual covenants herein contained,
and each of the parties hereto intending to be legally bound, it is agreed as
follows:
1. SERVICES TO BE RENDERED BY SUB-ADVISER TO THE FUND.
(a) Subject to the direction and control of the Board of Trustees (the
"Trustees") of the Trust, during the term of this Sub-Advisory Agreement, the
Sub-Adviser, at its expense, will furnish continuously an investment program for
the Fund which shall meet the diversification requirements of Subchapters L and
M under the Internal Revenue Code of 1986 (the "Code"). The Sub-Adviser will
make investment decisions on behalf of the Fund and place all orders for the
purchase and sale of portfolio securities. The Sub-Adviser will be an
independent contractor and will not have authority to act for or represent the
Trust or Adviser in any way or otherwise be deemed an agent of the Trust or
Adviser except as expressly authorized in this Agreement or another writing by
the Trust, Adviser and the Sub-Adviser.
(b) The Sub-Adviser, at its expense, will furnish (i) all necessary
investment and management facilities, including salaries of personnel, required
for it to execute its duties faithfully and (ii) administrative facilities,
including bookkeeping, clerical personnel and equipment necessary for the
efficient conduct of the investment affairs of the Fund (excluding determination
of net asset value per share, portfolio accounting and shareholder accounting
services). The Sub-Adviser shall be responsible for commercially reasonable
expenses relating to the printing and mailing of required supplements to the
Fund's registration statement, provided that such supplements relate solely to a
change in control of the Sub-Adviser or any change in the portfolio manager or
managers assigned by the Sub-Adviser to manage the Fund, and further provided
that Adviser provides Sub-Adviser with an estimate of expense in advance of
distributing the supplement..
1
(c) The Sub-Adviser shall vote proxies relating to the Fund's investment
securities in accordance with the Sub-Adviser's proxy voting policy and
guidelines, as they may be amended from time to time, and in the manner in which
the Sub-Adviser believes to be in the best interests of the Fund, and shall
review its proxy voting activities on a periodic basis with the Trustees. The
Trust or Adviser may withdraw the authority granted to the Sub-Adviser pursuant
to this Section at any time upon written notice.
(d) The Sub-Adviser will select brokers and dealers to effect all portfolio
transactions subject to the conditions set forth herein (except to the extent
such transactions are effected in accordance with such policies or procedures as
may be established by the Board of Trustees and provided to the Sub-Adviser.) In
the selection of brokers, dealers or futures commission merchants and the
placing of orders for the purchase and sale of portfolio investments for the
Fund, the Sub-Adviser shall seek to obtain for the Fund the most favorable price
and execution available, except to the extent it may be permitted to pay higher
brokerage commissions for brokerage and research services as described below.
The Adviser reserves the right to direct the Sub-Adviser upon written notice not
to execute transactions through any particular broker(s) or dealer(s), and the
Sub-Adviser agrees to comply with such request within ten business days of
receiving written notice. In seeking to obtain for the Fund the most favorable
price and execution available, the Sub-Adviser, bearing in mind the Fund's best
interests at all times, shall consider all factors it deems relevant, including
by way of illustration: price; the size of the transaction; the nature of the
market for the security; the amount of the commission; the timing of the
transaction taking into account market prices and trends; the reputation,
experience and financial stability of the broker, dealer, or futures commission
merchant involved; and the quality of service rendered by the broker, dealer or
futures commission merchant in other transactions. Subject to such policies as
the Trustees may determine, the Sub-Adviser shall not be deemed to have acted
unlawfully or to have breached any duty created by this Agreement or otherwise
solely by reason of its having caused the Fund to pay a broker, dealer or
futures commission merchant that provides brokerage and research services to the
Sub-Adviser an amount of commission for effecting a portfolio investment
transaction in excess of the amount of commission another broker, dealer or
futures commission merchant would have charged for effecting that transaction,
if the Sub-Adviser determines in good faith that such amount of commission was
reasonable in relation to the value of the brokerage and research services
provided by such broker, dealer or futures commission merchant, viewed in terms
of either that particular transaction or the Sub-Adviser's over-all
responsibilities with respect to the Fund and to other clients of the
Sub-Adviser as to which the Sub-Adviser exercises investment discretion,
notwithstanding that the Fund may not be the exclusive beneficiary of such
research. The Sub-Adviser shall maintain records adequate to demonstrate
compliance with this section.
On occasions when the Sub-Adviser deems the purchase or sale of a security
to be in the best interest of the Fund as well as other clients of the
Sub-Adviser, the Sub-Adviser to the extent permitted by applicable laws and
regulations, may, but shall be under no obligation to, aggregate the securities
to be purchased or sold to attempt to obtain a more favorable price or lower
brokerage commissions and efficient execution. Adviser hereby acknowledges that
such aggregation of orders may not result in more favorable pricing or lower
brokerage
2
commissions in all instances. In such event, allocation of the securities so
purchased or sold, as well as the expenses incurred in the transaction, will be
made by the Sub-Adviser in compliance with Section 17(d) of the Investment
Company Act of 1940 and the rules established thereunder (the "1940 Act"),
Section 206 of the Investment Advisers Act of 1940 and any rules established
thereunder, and pursuant to policies adopted by the Sub-Adviser and approved by
the Board of Trustees of the Fund.
(e) The Sub-Adviser will provide reasonable assistance to the Investment
Adviser as to the determination of the fair value of certain investments where
market quotations are not readily available for purposes of calculating net
asset value of the Fund in accordance with valuation procedures and methods
established by the Trustees.
(f) The Sub-Adviser shall furnish the Adviser and the Board of Trustees
with such information and reports regarding the Fund's investments as the
Adviser deems reasonably appropriate or as the Board of Trustees shall
reasonably request. The Sub-Adviser shall make its officers and employees
available from time to time, including attendance at Board of Trustees Meetings,
at such reasonable times as the parties may agree to review investment policies
of the Fund and to consult with the Adviser or the Board of Trustees regarding
the investment affairs of the Fund.
(g) The Sub-Adviser shall not consult with any other sub-adviser to the
Fund or a sub-adviser to a portfolio that is under common control with the Fund
concerning the assets of the Fund, except as permitted by the policies and
procedures of the Fund. Notwithstanding the foregoing, Sub-Adviser shall not be
prohibited from consulting with any of its affiliated persons concerning
transactions in securities or other assets, and Sub-Adviser shall not be
prohibited from consulting with any of the other covered advisers concerning
compliance with paragraphs (a) and (b) of Rule 12d3-1 of the 1940 Act.
(h) In the performance of its duties, the Sub-Adviser shall be subject to,
and shall perform in accordance with, the following: (i) provisions of the
organizational documents of the Trust that are applicable to the Fund; (ii) the
investment objectives, policies and restrictions of the Fund as stated in the
Fund's currently effective Prospectus and Statement of Additional Information
("SAI") as amended from time to time and communicated to the Sub-Adviser; (iii)
the Investment Company Act of 1940 (the "1940 Act") and the Investment Advisers
Act of 1940 (the "Advisers Act"); (iv) any written instructions and directions
of the Trustees, the Adviser or Fund management; and (v) its general fiduciary
responsibility to the Fund.
(i) The Sub-Adviser shall provide reasonable assistance to the Fund, the
Adviser and the Fund's distributor in the preparation of its registration
statement, prospectus, shareholder reports, marketing materials and other
regulatory filings, or any amendment or supplement thereto (collectively,
"Regulatory Filings") and shall provide the Fund with disclosure for use in the
Fund's Regulatory Filings, including, without limitation, any requested
disclosure related to the Sub-Adviser's investment management personnel,
portfolio manager compensation, Codes of Ethics, firm description, investment
management strategies and techniques, and proxy voting policies.
3
(j) The Sub-Adviser shall furnish the Adviser, the Board of Trustees and/or
the Chief Compliance Officer of the Trust and/or the Adviser with such
information, certifications and reports as such persons may reasonably deem
appropriate or may request from the Sub-Adviser regarding the Sub-Adviser's
compliance with Rule 206(4)-7 of the Advisers Act and the Federal Securities
Laws, as defined in Rule 38a-1 under the 1940 Act. Such information,
certifications and reports shall include, without limitation, those regarding
the Sub-Adviser's compliance with the Xxxxxxxx-Xxxxx Act of 2002, Title V of the
Xxxxx-Xxxxx-Xxxxxx Act, the Code of Ethics of the Sub-Adviser and the Trust and
certifications as to the validity of certain information included in the Fund's
Regulatory Filings. The Sub-Adviser shall make its officers and employees
(including its Chief Compliance Officer or individuals from the Sub-Adviser's
Legal and Compliance Department knowledgeable about the Sub-Adviser's compliance
program) available to the Adviser and/or the Chief Compliance Officer of the
Trust and/or the Adviser from time to time to examine and review the
Sub-Adviser's compliance program and its adherence thereto.
(k) The Sub-Adviser may from time to time employ or associate with itself
any person it believes to be particularly fitted to assist it in providing the
services to be performed by the Sub-Adviser hereunder, provided that no such
person shall perform any services with respect to the Fund that would constitute
an assignment or require a written advisory agreement pursuant to the 1940 Act.
Any compensation payable to such persons shall be the sole responsibility of the
Sub-Adviser, and neither the Adviser nor the Trust shall have any obligations
with respect thereto.
(l) The Sub-Adviser shall have no power, authority, responsibility, or
obligation hereunder to take any action with regard to any claim or potential
claim in any bankruptcy proceedings, class action securities litigation, or
other litigation or proceeding affecting securities held at any time in the
Fund, including, without limitation, to file proofs of claim or other documents
related to such proceedings (the "Litigation"), or to investigate, initiate,
supervise, or monitor the Litigation involving Fund assets, and Adviser
acknowledges and agrees that no such power, authority, responsibility or
obligation is delegated hereunder. Nevertheless, the Sub-Adviser agrees that it
shall provide Adviser with any and all documentation or information relating to
the Litigation as may reasonably be requested by Adviser.
(m) The Adviser does hereby authorize the Sub-Adviser to execute swaps
agreements with counterparties on the Adviser's behalf, subject to prior review
and approval of the Adviser, as the Sub-Adviser deems appropriate from time to
time in order to carry out the Sub-Adviser's responsibilities hereunder.
2. Representations.
(a) Representations of the Adviser. The Adviser represents, warrants and
agrees as follows: (1) The Adviser has been duly authorized by the Board of
Trustees of the Trust to delegate to the Sub-Adviser the provision of investment
services to the Fund as contemplated thereby; and (2) The Adviser (i) is
registered as an investment adviser under
4
the Advisers Act of 1940 (the "Advisers Act") and will continue to be so
registered for so long as this Agreement remains in effect; (ii) is not
prohibited by the 1940 Act, the Advisers Act or other law, regulation or order
from performing the services contemplated by this Agreement; (iii) has met, and
will continue to meet for so long as this Agreement remains in effect, all
applicable federal or state requirements, or the applicable requirements of any
regulatory or industry self-regulatory agency, necessary to be met in order to
perform the services contemplated by this Agreement; (iv) has the authority to
enter into and perform the services contemplated by this Agreement; and (v) will
promptly notify the Sub-Adviser of the occurrence of any event that would
disqualify the Adviser from serving as an investment adviser of any investment
company pursuant to Section 9(a) of the 1940 Act or otherwise.
(b) Representations of the Sub-Adviser. The Sub-Adviser represents,
warrants and agrees as follows: The Sub-Adviser (i) is registered as an
investment adviser under the Advisers Act of 1940 (the "Advisers Act") and will
continue to be so registered for so long as this Agreement remains in effect;
(ii) is not prohibited by the 1940 Act, the Advisers Act or other law,
regulation or order from performing the services contemplated by this Agreement;
(iii) has met, and will continue to meet for so long as this Agreement remains
in effect, all applicable federal or state requirements, or the applicable
requirements of any regulatory or industry self-regulatory agency, necessary to
be met in order to perform the services contemplated by this Agreement; (iv) has
the authority to enter into and perform the services contemplated by this
Agreement; and (v) will promptly notify the Adviser of the occurrence of any
event that would disqualify the Sub-Adviser from serving as an investment
adviser of any investment company pursuant to Section 9(a) of the 1940 Act or
otherwise.
(c) The Trust acknowledges that it has received a copy of the Sub-Adviser
Form ADV at least 48 hours prior to the execution of this Agreement.
3. OTHER AGREEMENTS.
The investment management services provided by the Sub-Adviser under this
Agreement are not to be deemed exclusive, and the Sub-Adviser shall be free to
render similar or different services to others so long as its ability to render
the services provided for in this Agreement shall not be impaired thereby.
The Adviser agrees that Sub-Adviser and its affiliates may give advice and
take action in the performance of their duties with respect to any of their
other clients that may differ from advice given, or the timing or nature of
actions taken, with respect to the Fund. The Adviser also acknowledges that
Sub-Adviser and its affiliates are fiduciaries to other entities, some of which
have the same or similar investment objectives (and will hold the same or
similar investments) as the Fund, and that Sub-Adviser will carry out its duties
hereunder together with its duties under such relationships.
4. COMPENSATION TO BE PAID BY THE ADVISER TO THE SUB-ADVISER.
5
(a) As compensation for the services to be rendered by the Sub-Adviser
under the provisions of this Agreement, the Adviser will pay to the Sub-Adviser
a fee each month based on the average daily net assets of the Fund during the
month. Solely for the purpose of determining the promptness of payments,
payments shall be considered made upon mailing or wiring pursuant to wiring
instructions provided by the Sub-Adviser. Such fee shall be calculated in
accordance with the fee schedule applicable to the Fund as set forth in Schedule
A attached hereto.
(b) The fee shall be paid by the Adviser, and not by the Fund, and without
regard to any reduction in the fees paid by the Fund to the Adviser under its
management contract as a result of any statutory or regulatory limitation on
investment company expenses or voluntary fee reduction assumed by the Adviser.
Such fee to the Sub-Adviser shall be payable for each month within 10 business
days after the end of such month. If the Sub-Adviser shall serve for less than
the whole of a month, the foregoing compensation shall be prorated.
5. AUTOMATIC TERMINATION.
This Agreement shall automatically terminate, without the payment of any
penalty, in the event of its assignment or in the event that the investment
advisory contract between the Adviser and the Fund shall have terminated for any
reason.
6. EFFECTIVE PERIOD; TERMINATION AND AMENDMENT OF THIS AGREEMENT.
(a) This Agreement shall become effective as of the date first written
above, and shall remain in full force and effect continuously thereafter (unless
terminated automatically as set forth in Section 4) until terminated as set
forth below.
(b) This Agreement shall continue in effect for a period of more than two
years from the date hereof only so long as continuance is specifically approved
at least annually by the Board of Trustees or by the vote of a majority of the
outstanding voting securities of the Fund as required by the 1940 Act; provided,
however, that this Agreement may be terminated at any time without the payment
of any penalty:
(i) by the Board of Trustees of the Trust or by the vote of a majority
of the outstanding voting securities of the Fund;
(ii) by the Adviser on 60 days' written notice to the Sub-Adviser; or
(iii) by the Sub-Adviser on 60 days' written notice to the Adviser.
(c) Except to the extent permitted by the 1940 Act or the rules or
regulations thereunder or pursuant to any exemptive relief granted by the
Securities and Exchange Commission ("SEC"), this Agreement may be amended by the
parties only if such amendment, if material, is specifically approved by the
vote of a majority of the outstanding voting securities of the Fund
6
(unless such approval is not required by Section 15 of the 1940 Act as
interpreted by the SEC or its staff) and by the vote of a majority of the
Independent Trustees.
(d) Termination will be without prejudice to the completion of any
transaction already initiated. On, or after, the effective date of termination,
the Sub-Adviser shall be entitled, without prior notice to the Adviser or the
Fund, to direct the Custodian to retain and/or realize any assets of the Fund as
may be required to settle transactions already initiated. Following the date of
effective termination, any new transactions will only be executed by mutual
agreement between the Adviser and the Sub-Adviser.
7. CERTAIN INFORMATION.
The Sub-Adviser shall promptly notify the Adviser in writing of the
occurrence of any of the following events: (a) the Sub-Adviser shall fail to be
registered as an investment adviser under the Advisers Act and under the laws of
any jurisdiction in which the Sub-Adviser is required to be registered as an
investment adviser in order to perform its obligations under this Agreement, (b)
the Sub-Adviser has a reasonable basis for believing that the Fund has failed to
satisfy the diversification requirements under Subchapter L or M under the Code
(c) the Sub-Adviser shall have been served or otherwise have notice of any
action, suit, proceeding, inquiry or investigation, at law or in equity, before
or by any court, public board or body, involving the affairs of the Fund, and
(d) the portfolio manager(s) of the Fund shall have changed.
8. NONLIABILITY OF SUB-ADVISER.
Except as may otherwise be provided by the Investment Company Act of 1940
or the Investment Advisers Act of 1940, in the absence of willful misfeasance,
bad faith or gross negligence on the part of the Sub-Adviser, or reckless
disregard of its obligations and duties hereunder, neither the Sub-Adviser nor
its officers, directors, employees, agents or affiliates shall be subject to any
liability to the Adviser, the Fund or to any shareholder of the Fund, for any
act or omission in the course of, or connected with, rendering services
hereunder.
9. INDEMNIFICATION.
Notwithstanding Section 8, the Advisor and the Sub-Adviser each agree to
indemnify the other party (and each party's affiliates, employees, directors and
officers) against any claim, damages, loss or liability (including reasonable
attorneys' fees) arising out of any third party claims brought against an
indemnified party that are found to constitute willful misfeasance, bad faith or
gross negligence on the part of the indemnifying party, provided that the party
seeking indemnification has not also engaged in willful misfeasance, bad faith
or gross negligence relating to such claim.
10. RECORDS; RIGHT TO AUDIT.
7
(a) The Sub-Adviser agrees to maintain in the form and for the period
required by Rule 31a-2 under the 1940 Act, all records relating to the Fund's
investments made by the Sub-Adviser that are required to be maintained by the
Fund pursuant to the requirements of Rule 31a-1 under the 1940 Act. The
Sub-Adviser agrees that all records that it maintains on behalf of the Fund are
the property of the Fund, and the Sub-Adviser will surrender promptly to the
Fund any such records upon the Fund's request; provided, however, that the
Sub-Adviser may retain a copy of such records. The Sub-Adviser will use records
or information obtained under this Agreement only for the purposes contemplated
hereby, and will not disclose such records or information in any manner other
than expressly authorized by the Fund, or if disclosure is expressly required by
applicable federal or state regulatory authorities or by this Agreement. In
addition, for the duration of this Agreement, the Sub-Adviser shall preserve for
the periods prescribed by Rule 31a-2 under the 1940 Act any such records as are
required to be maintained by it pursuant to this Agreement and shall transfer
all such records to any entity designated by the Adviser upon the termination of
this Agreement.
(b) The Sub-Adviser agrees that all accounts, books and other records
maintained and preserved by it as required hereby will be subject at any time,
and from time to time, to such reasonable periodic, special and other
examinations by the SEC, the Fund's auditors, any representative of the Fund,
the Adviser, or any governmental agency or other instrumentality having
regulatory authority over the Fund.
11. CONFIDENTIAL INFORMATION
(a) The Sub-Adviser will use records or information obtained under this
Agreement only for the purposes contemplated hereby, and will not disclose such
records or information in any manner other than expressly authorized by the
Fund, or if disclosure is expressly required by applicable federal or state
regulatory authorities or by this Agreement.
(b) Notwithstanding the foregoing, the Sub-Adviser shall not disclose to
any third party the "non-public portfolio holdings" of the Fund, unless (1)
there is a legitimate business purpose for such disclosure, and (2) such third
party agrees in writing with Sub-Adviser to keep such information confidential
and to not engage in trading based upon such information. "Non-public portfolio
holdings" means holdings which have not first been made public by making a
filing with the Securities and Exchange Commission which is required to include
such portfolio holdings information or otherwise made public by the Adviser in
accordance with Regulation FD.
12. MARKETING MATERIALS.
(a) The Fund shall furnish to the Sub-Adviser, prior to its use, each piece
of advertising, supplemental sales literature or other promotional material in
which the Sub-Adviser or any of its affiliates is named. No such material shall
be used except with prior written permission of the Sub-Adviser or its delegate.
The Sub-Adviser agrees to respond to any request for approval on a prompt and
timely basis. Failure by the Sub-Adviser to respond within ten (10) business
days to the Fund shall relieve the Fund of the obligation to obtain the prior
written permission of the Sub-Adviser.
8
(b) The Sub-Adviser shall furnish to the Fund, prior to its use, each piece
of advertising, supplemental sales literature or other promotional material in
which the Fund, the Adviser or any of the Adviser's affiliates is named. No such
material shall be used except with prior written permission of the Fund or its
delegate. The Fund agrees to respond to any request for approval on a prompt and
timely basis. Failure by the Fund to respond within ten (10) business days to
the Sub-Adviser shall relieve the Sub-Adviser of the obligation to obtain the
prior written permission of the Fund.
13. "USE OF THE NAME "BLACKROCK".
It is understood and hereby agreed that "BlackRock" and any derivative or logo
or trademark or service xxxx or trade name, are the valuable property of the
Sub-Adviser and its affiliates for copyright and other purposes and may not be
used by the Adviser or its affiliates without Sub-Adviser's prior written
approval. The Adviser further agrees that, in the event that the Sub-Adviser
shall cease to act as an investment adviser with respect to the investment of
assets allocated to the Fund, both the Adviser and the Fund shall promptly take
all necessary and appropriate action to change their product names to names
which do not include "BlackRock" or any derivative or logo or trademark or
service xxxx or trade name, provided, however, that the Adviser and the Fund may
continue to use the word "BlackRock" or any derivative or logo or trademark or
service xxxx or trade name if the Sub-Adviser consents specifically in writing
to such use. Notwithstanding the foregoing, either while the Sub-Adviser acts as
an investment adviser or after the Sub-Adviser ceases to act as an investment
adviser, the Adviser, the Fund, or the Trust may use the "Blackrock" name
without written approval of the Sub-Adviser if such usage is for the purpose of
meeting a disclosure obligation under laws, rules, regulations, statutes and
codes, whether state or federal.
14. GOVERNING LAW.
This Agreement shall be construed and interpreted in accordance with the
laws of the State of Delaware without regard to conflict of law principles, and
the applicable provisions of the Investment Company Act of 1940 or other federal
laws and regulations which may be applicable. To the extent that the applicable
law of the State of Delaware or any of the provisions herein, conflict with the
applicable provisions of the Investment Company Act of 1940 or other federal
laws and regulations which may be applicable, the latter shall control.
15. SEVERABILITY/INTERPRETATION.
If any provision of this Agreement is held invalid by a court decision,
statute, rule or otherwise, the remainder of this Agreement shall not be
affected thereby. This Agreement shall be binding upon and shall inure to the
benefit of the parties hereto and their respective successors. Where the effect
of a requirement of the 1940 Act reflected in any provision of this Agreement is
altered by a rule, regulation or order of the SEC, whether of special or general
application, such provision shall be deemed to incorporate the effect of such
rule, regulation or order.
9
15. NOTICES.
Any notice that is required to be given by the parties to each other under
the terms of this Agreement shall be given in writing, delivered, or mailed to
the other party, or transmitted by facsimile to the parties at the following
addresses or facsimile numbers, which may from time to time be changed by the
parties by notice to the other party:
(a) If to the Sub-Adviser:
BlackRock Financial Management, Inc.
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: General Counsel.
(b) If to the Adviser:
Lincoln Investment Advisors Corporation
Xxx Xxxxxxx Xxxxx
Xxxxxxx, XX 00000
Attn: Xxxxx Xxxxxxxxx
Facsimile (000) 000-0000
16. CERTAIN DEFINITIONS.
For the purposes of this Agreement, the terms "vote of a majority of the
outstanding voting securities," "interested persons," and "assignment" shall
have the meaning defined in the 1940 Act, and subject to such orders or
no-action letters as may be granted by the SEC and/or its staff.
IN WITNESS WHEREOF, the parties have caused this instrument to be signed by
their duly authorized representatives, all as of the day and year first above
written.
LINCOLN INVESTMENT ADVISORS CORPORATION
----------------------------------------
Name:
Title:
10
BLACKROCK FINANCIAL MANAGEMENT, INC.
----------------------------------------
Name:
Title:
Accepted and agreed to
as of the day and year
first above written:
LINCOLN VARIABLE INSURANCE PRODUCTS TRUST,
on behalf of the ______________ Fund
-------------------------------
Name:
Title:
11
