0000943663-03-000233 Sample Contracts

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FORM OF ADMINISTRATION AGREEMENT
Form of Administration Agreement • April 28th, 2003 • Variable Insurance Funds • Ohio

AGREEMENT made this day of , 2003, between VARIABLE INSURANCE FUNDS (the "Trust"), a Massachusetts business trust having its principal place of business at 3435 Stelzer Road, Columbus, OH 43219, and BISYS FUND SERVICES OHIO, INC. ("BISYS"), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219.

VARIABLE INSURANCE FUNDS FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 28th, 2003 • Variable Insurance Funds

THIS AGREEMENT, dated as of May 1, 2003, is made and entered into by and between Variable Insurance Funds (the "Trust"), on behalf of certain investment portfolios of the Trust set forth in Schedule A (each a "Fund" and collectively the "Funds"), and Choice Investment Management, LLC (the "Adviser").

Variable Insurance Funds 3435 Stelzer Road, Columbus, Ohio 43219-8382 FORM OF DISTRIBUTION AND SHAREHOLDER SERVICES AGREEMENT
Variable Insurance Funds • April 28th, 2003 • Massachusetts

Variable Insurance Funds (the "Trust") is an open-end management investment company organized as a Massachusetts business trust and registered with the Securities and Exchange Commission (the "SEC") under the Investment Company Act of 1940, as amended (the "1940 Act"). On behalf of each of the funds of the Trust identified in Schedule A, as amended from time to time ("Funds"), the board of trustees of the Trust ("Trustees") have adopted a Distribution and Service Plan pursuant to Rule 12b-1 under the 1940 Act (the "Plan") that, among other things, authorizes the Trust to enter into this Agreement with you (the "Authorized Firm"), concerning the provision of activities and services set forth in Section 2 (collectively, "Services") to your contract owners or other permissible purchasers ("Customers") who may from time to time be investors, or prospective investors, in a Fund. The terms and conditions of this Agreement are as follows:

FORM OF TRANSFER AGENCY AGREEMENT
Form of Transfer Agency Agreement • April 28th, 2003 • Variable Insurance Funds • Ohio

AGREEMENT made this _ day of2003, between VARIABLE INSURANCE FUNDS (the "Trust"), a Massachusetts business trust having its principal place of business at 3435 Stelzer Road, Columbus, OH 43219, and BISYS FUND SERVICES OHIO, INC. ("BISYS"), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219.

FORM OF PARTICIPATION AGREEMENT Between Inviva and BISYS Fund Services, Limited Partnership and Choice Investment Management, LLC and Variable Insurance Funds
Form of Participation Agreement • April 28th, 2003 • Variable Insurance Funds

THIS AGREEMENT, dated as of the ___ day of _________________, 2003 by and between Inviva (the "Company"), a [insert state] life insurance company, on its own behalf and on behalf of each segregated asset account of the Company set forth on Schedule A hereto, as may be amended from time to time (each account hereinafter referred to as the "Account"), BISYS Fund Services, Limited Partnership (the "Distributor"), Choice Investment Management, LLC (the "Adviser") and Variable Insurance Funds (the "Trust").

FORM OF OMNIBUS FEE AGREEMENT
Form of Omnibus Fee Agreement • April 28th, 2003 • Variable Insurance Funds

WHEREAS, pursuant to a Fund Accounting Agreement, Transfer Agency Agreement and Administration Agreement (collectively, the "Agreements"), BISYS provides various services for each series of the Trust managed by Choice Investment Management ("Choice"), as specified in such Agreements (individually referred to herein as the "Fund" and collectively as the "Funds"); and

FORM OF SUB-ADVISORY AGREEMENT
Form of Sub-Advisory Agreement • April 28th, 2003 • Variable Insurance Funds • Massachusetts

AGREEMENT dated as of September 16, 2002, between AmSouth Investment Management Company, LLC, an investment adviser having its principal place of business in Alabama (herein called the "Investment Adviser'') and Dimensional Fund Advisors Inc., a corporation having its principal place of business in California (herein called the "Sub-Adviser').

FORM OF DISTRIBUTION AGREEMENT
Form of Distribution Agreement • April 28th, 2003 • Variable Insurance Funds • Ohio

AGREEMENT made this ____ day of _________, 2003, _________ between VARIABLE INSURANCE FUNDS (the "Trust"), a Massachusetts business trust having its principal place of business at 3235 Stelzer Road, Columbus, Ohio 43219, and BISYS FUND SERVICES, L.P. d/b/a BISYS FUND SERVICES ("Distributor"), having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219.

FORM OF FUND ACCOUNTING AGREEMENT
Form of Fund Accounting Agreement • April 28th, 2003 • Variable Insurance Funds • Ohio

AGREEMENT made this ___ day of ___________ 2003, between VARIABLE INSURANCE FUNDS (the "Trust"), a Massachusetts business having its principal place of business at 3435 Stelzer Road, Columbus, OH 43219, and BISYS FUND SERVICES OHIO, INC. ("BISYS"), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219.

VARIABLE INSURANCE FUNDS FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • April 28th, 2003 • Variable Insurance Funds

THIS AGREEMENT, dated as of May 1, 2003, is made and entered into by and between Variable Insurance Funds (the "Trust"), on behalf of certain investment portfolios of the Trust set forth in Schedule A (each a "Fund" and collectively the "Funds"), and Fifth Third Asset Management Inc. (the "Advisor").

VARIABLE INSURANCE FUNDS FORM OF INVESTMENT ADVISORY AGREEMENT
Variable Insurance Funds • April 28th, 2003 • Variable Insurance Funds • Massachusetts

THIS AGREEMENT is made effective as of May 1, 2003, by and between Variable Insurance Funds, a Massachusetts business trust (the "Trust"), on behalf of Trust's series, as set forth on attached Schedule A, as amended from time to time (each, a "Fund" and collectively, the "Funds") and Choice Investment Management, LLC, a Colorado limited liability company (the "Investment Adviser'').

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