0001193125-14-157402 Sample Contracts

AMENDMENT NO. 25 TO AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
Agreement and Declaration of Trust • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment No. 25 to the Amended and Restated Agreement and Declaration of Trust of AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (this “Amendment”) amends, effective April 30, 2014, the Amended and Restated Agreement and Declaration of Trust of AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (the “Trust”) dated as of September 14, 2005, as amended (the “Agreement”).

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AMENDMENT NO. 28 TO MASTER INVESTMENT ADVISORY AGREEMENT
Master Investment Advisory Agreement • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This amendment effective as of April 30, 2014, amends the Master Investment Advisory Agreement (the “Agreement”), dated May 1, 2000, between AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware statutory trust, and Invesco Advisers, Inc., a Delaware corporation.

FUND PARTICIPATION AGREEMENT
Fund Participation Agreement • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds) • Delaware

THIS AGREEMENT is effective as of December 31, 2013 (the “Effective Date”) and executed as of December 20, 2013, among Lincoln National Life Insurance Company (“LNLIC”) and Lincoln Life & Annuity Company of New York (“LLACNY”) (collectively, the “Insurance Company”), Lincoln Variable Insurance Products Trust (“LVIP”), an open-end management investment company organized as a Delaware statutory trust, on behalf of its series, LVIP Invesco V.I. Comstock RPM Fund (the “Lincoln Fund”), Lincoln Financial Distributors, Inc. (“Lincoln Distributor”), AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (“AVIF”), an open-end management investment company organized as a Delaware statutory trust, on behalf of its series, Invesco V.I. Comstock Fund (the “Invesco Fund”), and Invesco Distributors, Inc. (“Invesco Distributor”) (collectively, the “Parties”).

AMENDMENT NO. 11 TO MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
Master Intergroup Sub • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment effective as of April 30, 2014, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated May 1, 2008, between Invesco Advisers, Inc. (the “Adviser”), on behalf of AIM Variable Insurance Funds (Invesco Variable Insurance Funds), and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited, and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).

AMENDMENT NO. 16 THIRD AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
Master Administrative Services Agreement • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment (the “Amendment”) effective April 30, 2014, amends the Third Amended and Restated Master Administrative Services Agreement (the “Agreement”), dated July 1, 2006, by and between Invesco Advisers, Inc., a Delaware corporation, and AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware statutory trust, is hereby amended as follows:

AMENDMENT NO. 10 TO MASTER INTERGROUP SUB-ADVISORY CONTRACT FOR MUTUAL FUNDS
Master Intergroup Sub • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment effective as of April 29, 2013, amends the Master Intergroup Sub-Advisory Contract for Mutual Funds (the “Contract”), dated May 1, 2008, between Invesco Advisers, Inc. (the “Adviser”), on behalf of AIM Variable Insurance Funds (Invesco Variable Insurance Funds), and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Ltd., Invesco Australia Limited, Invesco Hong Kong Limited, and Invesco Senior Secured Management, Inc. (each a “Sub-Adviser” and, collectively, the “Sub-Advisers”).

FUND OF FUNDS PARTICIPATION AGREEMENT
Fund of Funds Participation Agreement • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds) • Delaware

This Fund of Funds Participation Agreement (the “Agreement”) is made as of December 20, 2013, by and among Lincoln Variable Insurance Products Trust (“LVIP”), on behalf of the LVIP V.I. Comstock RPM Fund (the “LVIP Fund”), and AIM Variable Insurance Funds (Invesco Variable Insurance Funds) (“AVIF”) on behalf of the Invesco V.I. Comstock Fund (the “Invesco Fund”).

AMENDMENT NO. 23 TO MASTER DISTRIBUTION PLAN
Master Distribution Plan • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment effective as of April 30, 2014, amends The Master Distribution Plan (the “Plan”), dated as of July 16, 2001, pursuant to Rule 12b-1, of AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware statutory trust, is hereby amended as follows:

AMENDMENT NO. 23 TO FIRST AMENDED AND RESTATED MASTER DISTRIBUTION AGREEMENT
Master Distribution Agreement • April 24th, 2014 • Aim Variable Insurance Funds (Invesco Variable Insurance Funds)

This Amendment (the “Amendment”) effective April 30, 2014, amends The First Amended and Restated Master Distribution Agreement (the “Agreement”), dated as of July 16, 2001, by and between AIM Variable Insurance Funds (Invesco Variable Insurance Funds), a Delaware statutory trust and Invesco Distributors, Inc., a Delaware corporation.

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