0001081400-11-000082 Sample Contracts

SUB-ADVISORY AGREEMENT AMONG WELLS FARGO FUNDS TRUST, WELLS FARGO FUNDS MANAGEMENT, LLC AND GOLDEN CAPITAL MANAGEMENT, LLC
Sub-Advisory Agreement • June 24th, 2011 • Wells Fargo Funds Trust • Delaware

This AGREEMENT is made as of this 16th day of July, 2010, by and among Wells Fargo Funds Trust (the “Trust”), a statutory trust organized under the laws of the State of Delaware with its principal place of business at 525 Market Street, 12th Floor, San Francisco, California 94105, Wells Fargo Funds Management, LLC (the “Adviser”), a limited liability company organized under the laws of the State of Delaware with its principal place of business at 525 Market Street, 12th Floor, San Francisco, California 94105, and Golden Capital Management, LLC (the “Sub-Adviser”), a limited liability company organized under the laws of the State of Delaware, with its principal place of business at 10715 David Taylor Drive, Suite 400, Charlotte, NC 28262.

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FEE AND EXPENSE AGREEMENT WELLS FARGO FUNDS TRUST (Capped Operating Expense Ratios)
Fee and Expense Agreement • June 24th, 2011 • Wells Fargo Funds Trust

Adjustable Rate Government Fund Class A Class B Class C Administrator Class Institutional Class 0.74% 1.49% 1.49% 0.60% 0.49% July 11, 2013 July 11, 2013 July 11, 2013 July 11, 2013 July 11, 2013

SEVENTH AMENDMENT TO
Securities Lending Agency Agreement • June 24th, 2011 • Wells Fargo Funds Trust

This Seventh Amendment to Securities Lending Agency Agreement (“Amendment”) is entered into as of May 18, 2011 by and among Wells Fargo Advantage Income Opportunities Fund, Wells Fargo Advantage Multi-Sector Income Fund and Wells Fargo Advantage Utilities and High Income Fund, Wells Fargo Funds Trust, Wells Fargo Master Trust and Wells Fargo Variable Trust (the “Trusts” and each a “Trust”), on behalf of their funds now existing or hereafter created (the “Funds”), and Goldman Sachs Bank USA, doing business as Goldman Sachs Agency Lending ("GSAL").

SCHEDULE A
Investment Advisory Agreement • June 24th, 2011 • Wells Fargo Funds Trust
SCHEDULE I
Distribution Agreement • June 24th, 2011 • Wells Fargo Funds Trust
WELLS CAPITAL MANAGEMENT INCORPORATED INVESTMENT SUB-ADVISORY AGREEMENT WELLS FARGO FUNDS TRUST Adjustable Rate Government Fund Asia Pacific Fund California Limited-Term Tax-Free Fund California Tax-Free Fund California Municipal Money Market Fund...
Investment Sub-Advisory Agreement • June 24th, 2011 • Wells Fargo Funds Trust

This fee agreement is made as of the 27th day of March, 2009, and is amended as of the 18th day of May, 2011, by and between Wells Fargo Funds Management, LLC (the “Adviser”) and Wells Capital Management Incorporated (the “Sub-Adviser”); and

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