Exhibit 99.(d)(2)(v)
APPENDIX A
EVERGREEN INVESTMENT MANAGEMENT
SUB-ADVISORY AGREEMENT
XXXXX FARGO VARIABLE TRUST
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Xxxxx Fargo Advantage VT International Core Fund/1/
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Appendix A amended: January 11, 2010
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/1/ On January 11, 2010 the Board of Trustees of Xxxxx Fargo Variable Trust
approved the name change of the VT International Core Fund to the VT
International Equity Fund effective July 16, 2010.
APPENDIX B
EVERGREEN INVESTMENT MANAGEMENT
SUB-ADVISORY AGREEMENT
FEE AGREEMENT
XXXXX FARGO VARIABLE TRUST
This fee agreement is effective as of the 11th day of January, 2010, by and
between Xxxxx Fargo Variable Trust (the "Trust"), Xxxxx Fargo Funds Management,
LLC (the "Adviser") and Evergreen Investment Management Company, LLC (the
"Sub-Adviser").
WHEREAS, the parties have entered into an Investment Sub-Advisory Agreement
("Sub-Advisory Agreement") whereby the Sub-Adviser provides management and other
services to the series of the Trust listed in Appendix A to the Sub-Advisory
Agreement (the "Fund"); and
WHEREAS, the Sub-Advisory Agreement provides that the fees to be paid to
the Sub-Adviser are to be as indicated on this Appendix B;
NOW THEREFORE, the parties agree that the fees to be paid to the
Sub-Adviser under the Sub-Advisory Agreement shall be calculated and paid on a
monthly basis by applying the annual rates indicated below to the average daily
net assets of the Fund throughout the month:
SUB-ADVISORY RATE SUB-ADVISORY RATE
PRIOR TO SHAREHOLDER UPON SHAREHOLDER
APPROVAL* APPROVAL*
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FUND Breakpoints Rate Breakpoints Rate
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VT International Core Fund/1/ First $50M 0.35% First $200M 0.45%
Next $500M 0.29% Over $200M 0.40%
Over $550M 0.20%
* See Section 13 of the Agreement.
If the Sub-Adviser shall provide management and other services for less
than the whole of a month, the foregoing compensation shall be prorated based on
the number of days in the month that such Sub-Adviser provided management and
other services to a Fund.
/1/ On January 11, 2010 the Board of Trustees of Xxxxx Fargo Variable Trust
approved the name change of the VT International Core Fund to the VT
International Equity Fund effective July 16, 2010.
The foregoing fee schedule is agreed to as of this 11th day of January,
2010, and shall remain in effect until agreed and changed in writing by the
parties.
XXXXX FARGO VARIABLE TRUST
on behalf of the Fund
By:
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X. Xxxxx Xxxxxxx
Secretary
XXXXX FARGO FUNDS MANAGEMENT, LLC
By:
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Xxxxxx Xxxx
Executive Vice President
EVERGREEN INVESTMENT MANAGEMENT COMPANY, LLC
By:
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Xxxxxx Xxxx
Senior Vice President, Managing Director
