Exhibit (h)(3)
FORM OF FEE CAP/FEE WAIVER AGREEMENT
This Agreement, dated November 8, 2007, is between RiverSource Investments, LLC,
in its capacity as investment manager of the Funds; Ameriprise Financial, Inc,
in its capacity as administrator of the Funds; RiverSource Service Corporation,
in its capacity as transfer agent of the Funds; and RiverSource Distributors,
Inc., in its capacity as principal underwriter and distributor of the Funds
(collectively referred to as the "Service Providers"); and RiverSource Variable
Series Trust ("Registrant"), on behalf of its underlying series, as listed in
Schedule A (each a "Fund" and collectively the "Funds"). The terms "Fund" or
"Funds" are used to refer to either the Registrant or the series as context
requires.
Under this Agreement, the Service Providers hereby agree to waive all or a
portion of the fees they earn and/or cap or reimburse expenses of each Fund
incurred in connection with the services they provided to the Funds, in an
amount equal to the amount by which the Fund's total operating expense, before
giving effect to any applicable performance incentive adjustment (excluding
foreign transaction taxes, income paid to brokers related to securities lending
program, dividend expenses associated with securities sold short, inverse
floater program fees and interest expenses, transaction or brokerage fees, fees
and expenses associated with investment in other pooled investment vehicles,
including exchange traded funds, other affiliated and unaffiliated mutual funds,
and certain other expenses as may be approved by the Funds' Board of Trustees)
exceed the thresholds set forth in the attached Schedule B ("Fee Caps") for any
particular Fund, and the Fund hereby agrees to such Fee Caps.
1. FEE CAPS/FEE WAIVERS. Any allocation of fee waivers and expenses
reimbursements among the Service Providers in order to meet the Fee
Caps will be determined by the Service Providers.
2. TERMINATION. With respect to any Fund, this Agreement will terminate
on the date listed in Schedule B unless modified by written agreement
of the Fund and the Service Providers or terminated earlier at the
sole discretion of the Fund's Board of Trustees.
The Service Providers acknowledge that they (1) shall not be entitled to collect
on, or make a claim for, waived fees at any time in the future, and (2) shall
not be entitled to collect on, or make a claim for, reimbursed Fund expenses at
any time in the future.
Fee Waiver Agreement - Variable Series Trust
IN WITNESS WHEREOF, the parties hereto have executed the foregoing Agreement as
of the day and year first above written.
RIVERSOURCE VARIABLE SERIES TRUST
By:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
President
AMERIPRISE FINANCIAL, INC.
By:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
President - U.S. Asset Management
and Chief Investment Officer
RIVERSOURCE DISTRIBUTORS, INC.
By:
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▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Vice President
RIVERSOURCE INVESTMENTS, LLC.
By:
---------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
President and Chief Investment Officer
RIVERSOURCE SERVICE CORPORATION
By:
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▇▇▇ ▇▇▇▇▇▇▇-Strong
President
Fee Waiver Agreement - Variable Series Trust
SCHEDULE A - FUNDS
The Funds, each a Massachusetts business trust, to which this Agreement applies
follow:
RIVERSOURCE VARIABLE SERIES TRUST
RiverSource Variable Portfolio-Balanced Fund
RiverSource Variable Portfolio-Cash Management Fund
RiverSource Variable Portfolio-Core Bond Fund
RiverSource Variable Portfolio-Core Equity Fund
RiverSource Variable Portfolio-Diversified Bond Fund
RiverSource Variable Portfolio-Diversified Equity Income Fund
RiverSource Variable Portfolio-Emerging Markets Fund
RiverSource Variable Portfolio-Fundamental Value Fund
RiverSource Variable Portfolio-Global Bond Fund
RiverSource Variable Portfolio-Global Inflation Protected Securities Fund
RiverSource Variable Portfolio-Growth Fund
RiverSource Variable Portfolio-High Yield Bond Fund
RiverSource Variable Portfolio-Income Opportunities Fund
RiverSource Variable Portfolio-International Opportunity Fund
RiverSource Variable Portfolio-Large Cap Equity Fund
RiverSource Variable Portfolio-Large Cap Value Fund
RiverSource Variable Portfolio-Mid Cap Growth Fund
RiverSource Variable Portfolio-Mid Cap Value Fund
RiverSource Variable Portfolio-S&P 500 Index Fund
RiverSource Variable Portfolio-Select Value Fund
RiverSource Variable Portfolio-Short Duration U.S. Government Fund
RiverSource Variable Portfolio-Small Cap Advantage Fund
RiverSource Variable Portfolio-Small Cap Value Fund
Fee Waiver Agreement - Variable Series Trust
SCHEDULE B - FEE CAPS/FEE WAIVERS
Schedule B is separately maintained and updated from time to time to reflect
current fee cap/fee waiver commitments, as they have been approved by the Funds'
Board of Trustees. Current fee cap/fee waiver commitments are reflected in Fund
registration statements as applicable.
