MUTUAL FUND FEE AND EXPENSE AGREEMENT
THIS AGREEMENT is made as of this 30th day of September, 2005 by and among
Columbia Funds Variable Insurance Trust I (formerly known as Nations Separate
Account Trust), a Delaware statutory trust (the "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. ("CMD").
WHEREAS, the Trust is an open-end investment company registered under the
Investment Company Act of 1940;
WHEREAS, CMA, an investment adviser registered under the Investment
Advisers Act of 1940, serves as investment adviser to the Trust pursuant to an
investment advisory agreement (the "Investment Advisory Agreement");
WHEREAS, CMA serves as administrator to the Trust pursuant to an
administration agreement (the "Administration Agreement"); and
WHEREAS, CMD serves as distributor to the Trust pursuant to a distribution
agreement (the "Distribution Agreement");
NOW, THEREFORE, in consideration of the mutual covenants herein contained
and other good and valuable consideration, the receipt whereof is hereby
acknowledged, the parties hereto agree as follows:
1. 12B-1 DISTRIBUTION AND SHAREHOLDER SERVICING FEE WAIVERS. The parties
hereby agree that CMD shall waive any 12b-1 distribution and/or shareholder
servicing fees payable to it under the Distribution Agreement to the extent
reflected for each series set forth in Schedule A attached hereto.
2. LIMITATION OF TOTAL OPERATING EXPENSE RATIOS--INVESTMENT ADVISORY,
ADMINISTRATION FEE RATIOS AND OTHER EXPENSES. The parties hereby agree that CMA
as appropriate shall waive any advisory fees payable to it under the Investment
Advisory Agreements, waive any administration fees payable to it under the
Administration Agreements, or reimburse other expenses of the series to the
extent necessary to ensure that covered expenses (as defined below) do not
exceed the total operating expense ratio for each series set forth in Schedule A
attached hereto, absent a determination by the Trust's Boards of Trustees that
extraordinary circumstances or a material reduction in portfolio assets has
occurred that has made it appropriate to permit an increase in total operating
expense ratios. "Covered expenses" include all expenses incurred by a series
that are required to be included as an expense in a series' Form N-1A Fee Table
and accordingly exclude brokerage commissions and other transaction charges and
interest on borrowed money and also exclude rule 12b-1 distribution and/or
shareholder servicing fees and expenses that are deemed extraordinary by Trust's
Board of Trustees. "Covered expenses" relating to Columbia Xxxxxxx International
Opportunities Fund, Variable Series are identical to the covered expenses for
the other series set forth in Schedule A except that rule 12b-1 distribution and
shareholder servicing fees are included in the covered expenses for that series.
3. AUTOMATIC RENEWAL. This Agreement shall renew automatically, on the same
terms identified herein, for a period of one year from the original anniversary
date of this Agreement (May 1, 2005 was the original anniversary date of this
Agreement before it was assumed by CMA and CMD during a series of service
provider transitions) unless prior to such an anniversary, CMA and/or CMD
provide notice to the Board of Trustees of the Trust of any proposals to
increase, decrease or eliminate fee waivers and/or limits on total operating
expense ratios for one or more series for a subsequent year. Any renewal of this
Agreement does not preclude CMA or CMD from requesting that the Trust's Board of
Trustees approve changes to the fee waivers and/or total operating expense ratio
limits prior to a subsequent renewal.
4. ENTIRE AGREEMENT; MODIFICATION; AMENDMENT. This Agreement constitutes
the entire agreement of the parties with respect to its subject matter. Each
provision herein shall be treated as separate and independent from any other
provision or agreement herein and shall be enforceable notwithstanding the
enforceability of any such other provision or agreement. No modification or
amendment of this Agreement shall be binding unless in writing and executed by
the parties affected thereby.
IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the
date above first written.
COLUMBIA FUNDS VARIABLE INSURANCE
TRUST I, for itself and on behalf of its
series listed on Schedule A attached
hereto
By Xxxxxxxxxxx Xxxxxx
-------------------------------------
Name: Xxxxxxxxxxx Xxxxxx
Title: President
COLUMBIA MANAGEMENT ADVISORS, LLC
By: /s/ Xxxxxx Xxxxxx
------------------------------------
Name: Xxxxxx Xxxxxx
COLUMBIA MANAGEMENT DISTRIBUTORS, INC.
By: /s/ Xxxxxx Xxxxxx
------------------------------------
Name: Xxxxxx Xxxxxx
SCHEDULE A
COLUMBIA FUNDS VARIABLE ACCOUNT TRUST I
CONTRACTUAL 12b-1 AND SHAREHOLDER
SERVICING FEE WAIVERS
COMBINED 12B-1
DISTRIBUTION
AND SHAREHOLDER
SERVICING FEE
COLUMBIA FUNDS VARIABLE INSURANCE TRUST I FUNDS WAIVERS *
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Columbia Xxxxxxx Growth Fund, Variable Series 0.25%
Columbia Xxxxxxx Focused Equities Fund, Variable Series 0.25%
Columbia Xxxxxxx Mid Cap Growth Fund, Variable Series 0.25%
Columbia Xxxxxxx 21st Century Fund, Variable Series 0.25%
Columbia High Yield Fund, Variable Series - Class B Shares 0.19%
* The combined 12b-1 distribution/shareholder servicing fees listed are being
waived by CMD.
COLUMBIA FUNDS VARIABLE INSURANCE TRUST I
EXPENSE COMMITMENTS ESTABLISHED AT OVERALL FUND LEVEL
COLUMBIA FUNDS VARIABLE INSURANCE TRUST I FUNDS FUND LEVEL EXPENSE CAP*
----------------------------------------------- -----------------------
Columbia Xxxxxxx Mid Cap Growth Fund, Variable Series 1.00%
Columbia Xxxxxxx 21st Century Fund, Variable Series 1.10%
Columbia High Yield Fund, Variable Series - Class A and
Class B shares 0.60%
* Waivers of CMA advisory and/or administration fees and/or other expense
reimbursements will result in the listed Fund level expense commitments
(excluding 12b-1 distribution/shareholder servicing fees except for
Columbia Xxxxxxx International Opportunities Fund, Variable Series).
Last amended: May 1, 2006
