0001193125-10-042788 Sample Contracts

AMENDMENT AGREEMENT NO. 1 AND INSTRUMENT OF ADHERENCE
And Instrument of Adherence • February 26th, 2010 • Columbia Funds Series Trust Ii

This AMENDMENT AGREEMENT NO. 1 AND INSTRUMENT OF ADHERENCE is made as of October 18, 2007 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below), as set forth on Schedule 2 to the Credit Agreement, as amended hereby.

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COLUMBIA FUNDS FORM OF DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • February 26th, 2010 • Columbia Funds Series Trust Ii • 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”).

AMENDMENT AGREEMENT NO. 6
Amendment Agreement • February 26th, 2010 • Columbia Funds Series Trust Ii

This AMENDMENT AGREEMENT NO. 6 (this “Amendment”) is made as of October 15, 2009 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below).

AMENDMENT AGREEMENT NO. 5 AND LIMITED CONSENT
Columbia Funds Series Trust Ii • February 26th, 2010

This AMENDMENT AGREEMENT NO. 5 AND LIMITED CONSENT (this “Amendment”) is made as of June 1, 2009 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below).

AMENDMENT AGREEMENT NO. 3
Columbia Funds Series Trust Ii • February 26th, 2010

This AMENDMENT AGREEMENT NO. 3 is made as of March 31, 2008 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below).

AMENDMENT AGREEMENT NO. 4, LIMITED WAIVER AND LIMITED CONSENT
Columbia Funds Series Trust Ii • February 26th, 2010

This AMENDMENT AGREEMENT NO. 4, LIMITED WAIVER AND LIMITED CONSENT (this “Amendment”) is made as of October 16, 2008 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below).

AMENDMENT AGREEMENT NO. 2
Columbia Funds Series Trust Ii • February 26th, 2010

This AMENDMENT AGREEMENT NO. 2 is made as of February 28, 2008 by and among the entities listed on the signature pages hereof (collectively, the “Entities”), the lending institutions listed on the signature pages hereof (the “Banks”), State Street Bank and Trust Company, as operations agent (the “Operations Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below, and State Street Bank and Trust Company, as administrative agent (the “Administrative Agent”) for itself and such Banks as are or may become parties to the Credit Agreement referred to below. Certain of the Entities are entering into this Amendment on behalf of certain of their Series (as defined in the Credit Agreement referred to below).

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