0000949377-10-000210 Sample Contracts

Form of UNDERWRITING AGREEMENT between VIRTUS VARIABLE INSURANCE TRUST and VP DISTRIBUTORS, INC.
Underwriting Agreement • August 2nd, 2010 • Phoenix Edge Series Fund • Connecticut

THIS AGREEMENT, made and entered into _________, 2010, by and between Virtus Variable Insurance Trust (formerly The Phoenix Edge Series Fund) (the “Fund”) for certain of its portfolios as set forth on Schedule A hereto, (the “Series”), a Massachusetts business trust and VP Distributors, Inc. (“VPD”), a Connecticut corporation (the “Underwriter”).

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Form of
Distribution Plan • August 2nd, 2010 • Phoenix Edge Series Fund
FORM OF VIRTUS VARIABLE INSURANCE TRUST INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 2nd, 2010 • Phoenix Edge Series Fund • Massachusetts

THIS AGREEMENT, effective as of the ____ day of ____________, 2010 (the “Contract Date”) by and between Virtus Variable Insurance Trust (formerly The Phoenix Edge Series Fund), a Massachusetts business trust (the “Trust”) and Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”).

EXPENSE LIMITATION AGREEMENT VIRTUS VARIABLE INSURANCE TRUST
Expense Limitation Agreement • August 2nd, 2010 • Phoenix Edge Series Fund • Massachusetts

This Expense Limitation Agreement (the “Agreement”) effective as of ________, 20__, is by and between Virtus Variable Insurance Trust (formerly The Phoenix Edge Series Fund), a Massachusetts business trust (the “Registrant”), on behalf of each series of the Registrant listed in Appendix A (each a “Fund” and collectively, the “Funds”) and the Adviser of each of the Funds, Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”).

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