MUTUAL FUND FEE AND EXPENSE AGREEMENT
THIS AGREEMENT is made as of this 30th day of September, 2005 by and
among Columbia Funds Master Investment Trust, a Delaware statutory trust, for
itself and on behalf of its series listed on Schedule A attached hereto,
Columbia Funds Series Trust, a Delaware statutory trust, for itself and on
behalf of its series listed on Schedule A attached hereto, Columbia Management
Advisors, LLC, a Delaware limited liability company ("CMA") and Columbia
Management Distributors, Inc., a Massachusetts corporation ("CMD").
WHEREAS, Columbia Funds Master Investment Trust and Columbia Funds
Series Trust (each a "Company" and together, the "Companies") are each open-end
investment companies registered under the Investment Company Act of 1940;
WHEREAS, CMA, an investment adviser registered under the Investment
Advisers Act of 1940, serves as investment adviser to each of the Companies
pursuant to separate investment advisory agreements (the "Investment Advisory
Agreements");
WHEREAS, CMA serves as administrator to each of the Companies pursuant
to separate administration agreements (the "Administration Agreements"); and
WHEREAS, CMD serves as distributor to Columbia Funds Series Trust
pursuant to a distribution agreement (the "Distribution Agreement");
NOW, THEREFORE, in consideration of the mutual covenants herein
contained and other good and valuable consideration, the receipt whereof is
hereby acknowledged, the parties hereto agree as follows:
1. INVESTMENT ADVISORY FEE WAIVERS. The parties hereby agree that CMA
shall waive any investment advisory fees payable to it under the Investment
Advisory Agreements to the extent reflected for each series set forth in
Schedule A attached hereto.
2. ADMINISTRATION FEE WAIVERS. The parties hereby agree that CMA shall
waive any administration fees payable to it under the Administration Agreements
to the extent reflected for each series set forth in Schedule A attached hereto.
3. 12B-1 DISTRIBUTION AND SHAREHOLDER SERVICING FEE WAIVERS. The
parties hereby agree that CMD shall waive any 12b-1 distribution and/or
shareholder servicing fees payable to it under the Distribution Agreement to the
extent reflected for each series set forth in Schedule A attached hereto.
4. LIMITATION OF TOTAL OPERATING EXPENSE RATIOS--INVESTMENT ADVISORY,
ADMINISTRATION FEE RATIOS AND OTHER EXPENSES. The parties hereby agree that CMA
as appropriate shall waive any advisory fees payable to it under the Investment
Advisory Agreements, waive any administration fees payable to it under the
Administration Agreements, or reimburse other expenses of the series to the
extent necessary to ensure that covered expenses (as defined below) do not
exceed the total operating expense ratio for each series set forth in Schedule A
attached hereto, absent a determination by
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the Companies' Boards of Trustees that extraordinary circumstances or a material
reduction in portfolio assets has occurred that has made it appropriate to
permit an increase in total operating expense ratios. "Covered expenses" include
all expenses incurred by a series that are required to be included as an expense
in a series' Form N-1A Fee Table and accordingly exclude brokerage commissions
and other transaction charges and interest on borrowed money and also exclude
rule 12b-1 distribution and/or shareholder servicing fees and expenses that are
deemed extraordinary by Columbia Funds Series Trust's Board of Trustees.
5. AUTOMATIC RENEWAL. This Agreement shall renew automatically, on the
same terms identified herein, for a period of one year from each anniversary
date of this Agreement (August 1, 2005 was the original anniversary date of this
Agreement before it was assumed by CMA and CMD during a series of service
provider transitions) unless prior to such an anniversary, CMA and/or CMD
provide notice to the appropriate Board of Trustees of a Company of any
proposals to increase, decrease or eliminate fee waivers and/or limits on total
operating expense ratios for one or more series for a subsequent year. Any
renewal of this Agreement does not preclude CMA or CMD from requesting that a
Company's Board of Trustees approve changes to the fee waivers and/or total
operating expense ratio limits prior to a subsequent renewal.
6. ENTIRE AGREEMENT; MODIFICATION; AMENDMENT. This Agreement
constitutes the entire agreement of the parties with respect to its subject
matter. Each provision herein shall be treated as separate and independent from
any other provision or agreement herein and shall be enforceable notwithstanding
the enforceability of any such other provision or agreement. In addition, each
provision herein shall be treated as separate and independent with respect to
each Company and shall be treated as separate and independent from such
provision or agreement with respect to each of the other Companies. No
modification or amendment of this Agreement shall be binding unless in writing
and executed by the parties affected thereby.
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IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the
date above first written.
COLUMBIA FUNDS MASTER INVESTMENT COLUMBIA FUNDS SERIES TRUST, for itself
TRUST, for itself and on behalf of and on behalf of its series listed on
its series listed on Schedule A Schedule A attached hereto
attached hereto
By: /s/ Xxxxxxxxxxx X. Xxxxxx By: /s/ Xxxxxxxxxxx X. Xxxxxx
--------------------------------- ------------------------------------
COLUMBIA MANAGEMENT ADVISORS, LLC COLUMBIA MANAGEMENT DISTRIBUTORS, INC.
By: /s/ J. Xxxxx Xxxxxxxxxxx By: /s/ Xxxxxx X. Xxxxxx
--------------------------------- ------------------------------------
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Schedule A
COLUMBIA FUNDS CONTRACTUAL ADVISORY/ADMINISTRATION FEE WAIVERS
PERIOD FROM AUGUST 1, 2006, TO JULY 31, 2007
ADVISORY ADMINISTRATION
FIXED INCOME FUNDS WAIVERS WAIVERS
------------------ -------- --------------
Columbia Short Term Bond n/a 0.02%
ADVISORY ADMINISTRATION
EQUITY FUNDS WAIVERS WAIVERS
------------ -------- --------------
Columbia Large Cap Value (1) (1)
Columbia LifeGoal Income 0.10%(2) 0.10%(3)
(1) CMA shall waive a specified portion (0.04% of net assets) of the
administration fees payable to it under the Administration Agreement on
assets up to $500 million. Fees will not be waived on assets in excess of
$500 million. Commencing upon the consummation of the reorganization of
Columbia Growth and Income Fund into Columbia Large Cap Value Fund, in
addition to such waiver, CMA shall waive administration fees payable to it
under the Administration Agreement and/or CMA shall waive advisory fees
payable to it under the Investment Advisory Agreement to the extent
necessary to ensure that the combined total of such fees does not exceed
the following fee schedule:
0.77% up to $500 million
0.72% in excess of $500 million and up to $1 billion
0.60% in excess of $1 billion and up to $1.5 billion
0.60% in excess of $1.5 billion and up to $3 billion
0.60% in excess of $3 billion and up to $6 billion
0.58% in excess of $6 billion
(2) CMA shall waive advisory fees payable to it under the Investment Advisory
Agreement on assets invested in individual securities and CMA-advised Fixed
Income Sector Portfolios.
(3) CMA shall waive administration fees payable to it under the Administration
Agreement on assets invested in other Columbia Funds (Fixed Income Sector
Portfolios are not considered Columbia Funds).
Schedule A
COLUMBIA FUNDS
EXPENSE COMMITMENTS ESTABLISHED AT OVERALL FUND LEVEL
PERIOD FROM AUGUST 1, 2006, TO JULY 31, 2007
FUND LEVEL
EXPENSE COMMITMENT *
--------------------
TAX-EXEMPT FUNDS
Columbia Municipal Income** 0.60%
Columbia Short Term Municipal Bond** 0.40%
Columbia California Intermediate Municipal** 0.50%
Columbia Florida Intermediate Municipal** 0.50%
Columbia Georgia Intermediate Municipal** 0.50%
Columbia Maryland Intermediate Municipal** 0.50%
Columbia North Carolina Intermediate Municipal** 0.50%
Columbia South Carolina Intermediate Municipal** 0.50%
Columbia Texas Intermediate Municipal** 0.50%
Columbia Virginia Intermediate Municipal** 0.50%
FIXED INCOME FUNDS
Columbia High Income 0.93%
Columbia Total Return Bond** 0.60%
Columbia Intermediate Core Bond** 0.81%
EQUITY INDEX FUNDS
Columbia Large Cap Index** 0.14%
Columbia Large Cap Enhanced Core** 0.50%
Columbia Mid Cap Index 0.14%
Columbia Small Cap Index** 0.21%
CORE PORTFOLIO
High Income Portfolio** 0.10%
FUND-OF FUNDS
Columbia LifeGoal Income** 0.42%
EQUITY FUNDS
Columbia Mid Cap Value** 1.25%
Columbia Small Cap Value II** 1.30%
Columbia Small Cap Growth II** 1.15%
INTERNATIONAL FUNDS
Columbia Global Value** 1.40%
Columbia Xxxxxxx International Opportunities 1.50%
* Waivers of CMA advisory and/or administration fees and/or other expense
reimbursements will result in the listed fund level expense commitments
(excluding 12b-1 distribution/shareholder servicing/shareholder
administration fees and the Board approved class specific account expense
relating to R Shares).
** CMA and CMD are entitled to recover from the Fund any fees waived and/or
expenses reimbursed for a three year period following the date of such fee
waiver and/or reimbursement if such recovery does not cause the Fund's
total operating expenses to exceed the expense commitment then in effect.
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Schedule A
COLUMBIA FUNDS
EXPENSE COMMITMENTS ESTABLISHED AT OVERALL FUND LEVEL
PERIOD FROM AUGUST 1, 2006, TO JULY 31, 2007
FUND LEVEL EXPENSE CAP *
------------------------
MONEY MARKET FUNDS
Columbia California Tax-Exempt Reserves** 0.20%
Columbia Cash Reserves** 0.20%
Columbia Government Reserves** 0.20%
Columbia Money Market Reserves** 0.20%
Columbia Municipal Reserves** 0.20%
Columbia New York Tax-Exempt Reserves** 0.20%
Columbia Tax-Exempt Reserves** 0.20%
Columbia Treasury Reserves** 0.20%
* Waivers of CMA advisory and/or administration fees and/or other expense
reimbursements will result in the listed Fund level expense commitments
(excluding 12b-1 distribution/shareholder servicing/shareholder
administration fees and the Board approved class specific account expense
relating to R Shares).
** CMA and CMD are entitled to recover from the Fund any fees waived and/or
expenses reimbursed for a three year period following the date of such fee
waiver and/or reimbursement if such recovery does not cause the Fund's
total operating expenses to exceed the expense commitment then in effect.
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Schedule A
COLUMBIA FUNDS CONTRACTUAL 12B-1 DISTRIBUTION FEE WAIVERS
PERIOD FROM AUGUST 1, 2006, TO JULY 31, 2007
12B-1 DISTRIBUTION FEE
WAIVERS *
----------------------
MONEY MARKET FUNDS (LIQUIDITY CLASS SHARES)
Columbia California Tax-Exempt Reserves 0.10%
Columbia Cash Reserves 0.10%
Columbia Government Reserves 0.10%
Columbia Money Market Reserves 0.10%
Columbia Municipal Reserves 0.10%
Columbia New York Tax-Exempt Reserves 0.10%
Columbia Tax-Exempt Reserves 0.10%
Columbia Treasury Reserves 0.10%
SHAREHOLDER SERVICING FEE
WAIVERS *
-------------------------
MONEY MARKET FUNDS (LIQUIDITY CLASS SHARES)
Columbia California Tax-Exempt Reserves 0.10%
Columbia Cash Reserves 0.10%
Columbia Government Reserves 0.10%
Columbia Money Market Reserves 0.10%
Columbia Municipal Reserves 0.10%
Columbia New York Tax-Exempt Reserves 0.10%
Columbia Tax-Exempt Reserves 0.10%
Columbia Treasury Reserves 0.10%
* CMD waives its 12b-1 distribution fees and/or shareholder servicing fees to
the extent necessary to achieve a combined waiver of 0.10%, therefore, to
the extent that CMD waives 12b-1 distribution fees and/or waives
shareholder servicing fees, the total of such 12b-1 distribution and/or
shareholder servicing fee waivers will not exceed 0.10%.
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Schedule A
COLUMBIA FUNDS
EXPENSE COMMITMENTS ESTABLISHED AT OVERALL FUND LEVEL
PERIOD FROM FEBRUARY 15, 2006, TO FEBRUARY 15, 2008
OTHER OPERATING
EXPENSES CAP *
---------------
MASTERS PORTFOLIOS
Columbia Masters Global Equity Portfolio** 0.00%
Columbia Masters Heritage Portfolio** 0.00%
Columbia Masters International Equity Portfolio** 0.00%
* Waivers of CMA advisory and/or administration fees and/or other expense
reimbursements will result in the listed fund level expense commitments
(excluding any management fess, distribution and service fees, interest,
fees on borrowing, extraordinary expenses and expenses associated with the
Portfolios' investments in other investment companies).
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