0001193125-14-148804 Sample Contracts

SUBADVISORY AGREEMENT
Subadvisory Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust • Delaware

THIS AGREEMENT is made and entered into effective the 11th day of December, 2013, by and among NATIONWIDE VARIABLE INSURANCE TRUST (the “Trust”), a Delaware statutory trust, NATIONWIDE FUND ADVISORS (the “Adviser”) a Delaware business trust registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and PUTNAM INVESTMENT MANAGEMENT, LLC, a limited liability company under the laws of the State of Delaware (the “Subadviser”), and also registered under the Advisers Act.

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FEE WAIVER AGREEMENT NATIONWIDE VARIABLE INSURANCE TRUST
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND MANAGEMENT LLC (the “Service Provider”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of each of the funds listed on Exhibit A hereto (each, a “Fund”).

FEE WAIVER AGREEMENT AMERICAN CENTURY NVIT GROWTH FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the American Century NVIT Growth Fund (the “Growth Fund”).

FEE WAIVER AGREEMENT NVIT MULTI-MANAGER MID CAP GROWTH FUND NVIT MULTI-MANAGER MID CAP VALUE FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the following series (each, a “Fund, and collectively, the “Funds”):

FEE WAIVER AGREEMENT NVIT REAL ESTATE FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the NVIT Real Estate Fund (the “Fund”).

FEE WAIVER AGREEMENT NVIT DEVELOPING MARKETS FUND NVIT EMERGING MARKETS FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the NVIT Developing Markets Fund and NVIT Emerging Markets Fund (each, a “Fund,” and collectively, the “Funds”).

FEE WAIVER AGREEMENT NVIT GOVERNMENT BOND FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the NVIT Government Bond Fund (the “Fund”).

FEE WAIVER AGREEMENT NVIT LARGE CAP GROWTH FUND (formerly, Oppenheimer NVIT Large Cap Growth Fund)
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014 by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the NVIT Large Cap Growth Fund (the “Growth Fund”).

FEE WAIVER AGREEMENT NVIT MULTI-MANAGER LARGE CAP VALUE FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the NVIT Multi-Manager Large Cap Value Fund (the “Fund”).

Nationwide Fund Distributors LLC
Nationwide Variable Insurance Trust • April 18th, 2014

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Nationwide Fund Distributors LLC (the “Distributor”) agrees that, with respect to each of the NVIT Cardinal Managed Growth Fund and NVIT Cardinal Managed Growth & Income Fund (collectively, the “Funds”), which are series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fees for the Class II Shares of the Funds in an amount equal to 0.05%, for the period from the date of this Agreement through April 30, 2015. The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

Nationwide Fund Distributors LLC
Nationwide Variable Insurance Trust • April 18th, 2014

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Nationwide Fund Distributors LLC (the “Distributor”) agrees that, with respect to each of the NVIT Cardinal Aggressive Fund, NVIT Cardinal Moderately Aggressive Fund, NVIT Cardinal Capital Appreciation Fund, NVIT Cardinal Moderate Fund, NVIT Cardinal Balanced Fund, NVIT Cardinal Moderately Conservative Fund and NVIT Cardinal Conservative Fund (collectively, the “Cardinal Funds”), which are series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fees for the Class II Shares of the Cardinal Funds in an amount equal to 0.16%, for the period from the date of this Agreement through April 30, 2015. The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

Nationwide Fund Distributors LLC
Nationwide Variable Insurance Trust • April 18th, 2014

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Nationwide Fund Distributors LLC (the “Distributor”) agrees that, with respect to the American Century NVIT Multi Cap Value Fund (the “Fund”), a series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fees for the Class II shares of the Fund in an amount equal to 0.08%, for the period from the date of this Agreement through April 30, 2015. The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

FEE WAIVER AGREEMENT NVIT MULTI-MANAGER SMALL CAP GROWTH FUND NVIT MULTI- MANAGER SMALL COMPANY FUND
Fee Waiver Agreement • April 18th, 2014 • Nationwide Variable Insurance Trust

THIS FEE WAIVER AGREEMENT, effective as of May 1, 2014, by and between NATIONWIDE FUND ADVISORS (“NFA”) and NATIONWIDE VARIABLE INSURANCE TRUST, a Delaware statutory trust (the “Trust”), on behalf of the following series (each, a “Fund, and collectively, the “Funds”):

Nationwide Fund Distributors LLC
Nationwide Variable Insurance Trust • April 18th, 2014

By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, Nationwide Fund Distributors LLC (the “Distributor”) agrees that, with respect to the Neuberger Berman NVIT Socially Responsible Fund (the “Fund”), a series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fee for the Class II Shares of the Fund in an amount equal to 0.16% for the period from the date of this Agreement through April 30, 2015. The Distributor acknowledges that it shall not be entitled to collect on, or make a claim for, waived fees at any time in the future.

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