0001193125-09-261099 Sample Contracts

COLUMBIA FUNDS FORM OF DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • December 29th, 2009 • BofA Funds Series Trust • North Carolina

The following constitute the terms and conditions of the Deferred Compensation Agreement (the “Agreement”) under the Columbia Funds Deferred Compensation Plan for Eligible Trustees (the “Plan”), made on this day of , 2009, by and between the registered open-end investment companies listed on Appendix A hereto (the “Funds”), and (the “Trustee”) residing at . The provisions of this amended and restated Plan document shall apply only to Compensation Deferrals made with respect to Compensation earned after December 31, 2004 (the “Effective Date”).

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FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 29th, 2009 • BofA Funds Series Trust • Delaware

This INDEMNIFICATION AGREEMENT is made this day of December, 2010 (“Agreement”) by and between Columbia Funds Series Trust III, a statutory trust created pursuant to the Delaware Statutory Trust Act, 12 Del. C. Section 3801 et seq., as amended from time to time (the “Trust”), and [Trustee] (“Indemnitee”).

FORM OF TRANSFER, DIVIDEND DISBURSING AND SHAREHOLDERS’ SERVICING AGENT AGREEMENT
Shareholders’ Servicing Agent Agreement • December 29th, 2009 • BofA Funds Series Trust • Massachusetts

This agreement (the “Agreement”) is made and entered into effective as of this [ ] day of December, 2009, by and between BofA Funds Series Trust, a Delaware statutory trust acting on behalf of its series listed on Appendix I hereto (as the same may from time to time be amended to add or delete one or more series of such trust) (such trust being hereinafter referred to as the “Trust” and each series of the Trust being hereinafter referred to as a “Fund”), Columbia Management Services, Inc., a Massachusetts corporation (“CMS”), and Columbia Management Advisors, LLC (“CMA”), a Delaware limited liability company.

FORM OF PRICING AND BOOKKEEPING OVERSIGHT AND SERVICES AGREEMENT
Form of Pricing and Bookkeeping Oversight and Services Agreement • December 29th, 2009 • BofA Funds Series Trust • Massachusetts
FORM OF MUTUAL FUND FEE AND EXPENSE AGREEMENT
Fee and Expense Agreement • December 29th, 2009 • BofA Funds Series Trust

THIS AGREEMENT is made as of this [ ] day of [December], 2009 by and among BofA Funds Series Trust, a Delaware statutory trust, for itself and on behalf of its series listed on Schedule A attached hereto, Columbia Management Advisors, LLC, a Delaware limited liability company (“CMA”) and Columbia Management Distributors, Inc., a Massachusetts corporation (“CMD”).

FORM OF SHAREHOLDER SERVICING PLAN IMPLEMENTATION AGREEMENT
BofA Funds Series Trust • December 29th, 2009 • Massachusetts

We wish to enter into this Shareholder Servicing Plan Implementation Agreement (“Agreement”) with you concerning the provision of services as set forth herein. The terms and conditions of this Agreement are as follows:

FORM OF DISTRIBUTION AGREEMENT BOFA FUNDS SERIES TRUST
Distribution Agreement • December 29th, 2009 • BofA Funds Series Trust • Delaware

THIS AGREEMENT is made as of December [ ], 2009, by and between BofA Funds Series Trust, a Delaware statutory trust, (the “Trust”) on behalf of each series of the Trust now or hereafter identified on Schedule I (each, a “Fund” and collectively, the “Funds”), and Columbia Management Distributors, Inc. (the “Distributor”). Absent written notification to the contrary by either the Trust or the Distributor, each new investment portfolio established in the future shall automatically become a “Fund” for all purposes hereunder and shares of each new class established in the future shall automatically become “Shares” for all purposes hereunder as if set forth on Schedule I.

FORM OF ADMINISTRATION AGREEMENT BOFA FUNDS SERIES TRUST
Form of Administration Agreement • December 29th, 2009 • BofA Funds Series Trust • Delaware

This ADMINISTRATION AGREEMENT (the “Agreement”) is made and entered into effective as of December [ ], 2009 by and between COLUMBIA MANAGEMENT ADVISORS, LLC, a Delaware limited liability company (“CMA”) and BOFA FUNDS SERIES TRUST, a Delaware statutory trust (the “Trust”).

FORM OF INVESTMENT ADVISORY AGREEMENT BOFA FUNDS SERIES TRUST
Agreement • December 29th, 2009 • BofA Funds Series Trust • Delaware

THIS AGREEMENT is made as of December [ ], 2009, by and between BOFA FUNDS SERIES TRUST, a Delaware statutory trust (the “Trust”), and COLUMBIA MANAGEMENT ADVISORS, LLC, a Delaware limited liability company (the “Adviser”), on behalf of those series of the Trust now or hereafter identified on Schedule I (each, a “Fund” and collectively, the “Funds”).

FORM OF MASTER CUSTODIAN AGREEMENT
Form of Master Custodian Agreement • December 29th, 2009 • BofA Funds Series Trust • Massachusetts

This Agreement is made as of , 2009 between each registered investment company identified on Appendix A hereto (each such registered investment company and each registered investment company made subject to this Agreement in accordance with Section 18 below shall hereinafter be referred to as the “Fund”), and STATE STREET BANK and TRUST COMPANY, a Massachusetts trust company (the “Custodian”).

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