0001193125-12-015183 Sample Contracts

AMENDMENT NO. 1 TO INVESTMENT MANAGEMENT SERVICES AGREEMENT
Investment Management Services Agreement • January 18th, 2012 • Columbia Funds Variable Insurance Trust • Massachusetts

THIS AMENDMENT NO. 1 TO INVESTMENT MANAGEMENT SERVICES AGREEMENT, dated as of February 28, 2011 (this “Amendment”), by and among Columbia Management Investment Advisers, LLC (the “Investment Manager”), a Minnesota limited liability company, and Columbia Funds Variable Insurance Trust (the “Registrant”), a Massachusetts business trust, on behalf of its underlying series listed in Schedule A to the Investment Management Services Agreement, dated as of May 1, 2010, as amended from time to time (the “Agreement”). Capitalized terms used herein but not defined herein shall have the meanings given to such terms in the Agreement.

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COLUMBIA FUNDS VARIABLE INSURANCE TRUST AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration • January 18th, 2012 • Columbia Funds Variable Insurance Trust

WHEREAS, Section 5(e) of Article III of the Second Amended and Restated Agreement and Declaration of Trust (the “Declaration of Trust”) of Columbia Funds Variable Insurance Trust (the “Trust”), filed with the Office of the Secretary of the Commonwealth of Massachusetts on April 28, 2006, authorizes the trustees of the Trust to amend the Declaration of Trust to change the designation of any Series of Shares without the approval of Shareholders.

AMENDMENT NO. 1 TO ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • January 18th, 2012 • Columbia Funds Variable Insurance Trust • Massachusetts

THIS AMENDMENT NO. 1 TO ADMINISTRATIVE SERVICES AGREEMENT, dated as of February 28, 2011 (this “Amendment”), by and among Columbia Management Investment Advisers, LLC (the “Investment Manager”), a Minnesota limited liability company, and Columbia Funds Series Trust I and Columbia Funds Variable Insurance Trust (the “Registrants”), each a Massachusetts business trust, on behalf of their respective underlying series listed in Schedule A to the Administrative Services Agreement, dated as of May 1, 2010, as amended from time to time (the “Agreement”). Capitalized terms used herein but not defined herein shall have the meanings given to such terms in the Agreement.

AMENDED AND RESTATED FEE WAIVER AND EXPENSE CAP AGREEMENT
Fee Waiver and Expense Cap Agreement • January 18th, 2012 • Columbia Funds Variable Insurance Trust

AMENDED AND RESTATED FEE WAIVER AND EXPENSE CAP AGREEMENT is made as of this 1st day of June, 2011 (as may be amended, modified, supplemented and in effect from time to time, the Agreement) by and among each of the investment companies (each a Registrant), on behalf of its underlying series, as listed in Schedule A (the term “Fund” is used to refer to either a Registrant or a series, as the context requires), and each of Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (CMIA), Columbia Management Investment Distributors, Inc., a Delaware corporation (CMID), and Columbia Management Investment Services Corp., a Minnesota corporation (CMISC) (CMIA, CMID, and CMISC, collectively referred to as the Service Providers).

FEE WAIVER AND EXPENSE CAP AGREEMENT
Fee Waiver and Expense Cap Agreement • January 18th, 2012 • Columbia Funds Variable Insurance Trust

THIS AGREEMENT is made as of this 28th day of February, 2011 by and among each of the investment companies (each a Registrant), on behalf of its underlying series funds, as listed in Schedule A (the term “Fund” is used to refer to either the Registrant or the series, as the context requires), and each of Columbia Management Investment Advisers, LLC, a Minnesota limited liability company (CMIA), Columbia Management Investment Distributors, Inc., a Delaware corporation (CMID), and Columbia Management Investment Services Corp., a Minnesota corporation (CMISC) (CMIA, CMID, and CMISC, collectively referred to as the Service Providers).

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