SUBADVISORY AGREEMENTSubadvisory Agreement • April 24th, 2009 • Nationwide Variable Insurance Trust • Delaware
THIS AGREEMENT is made and entered into effective the 24th day of March, 2009, 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 TEMPLETON INVESTMENT COUNSEL, LLC, a limited liability company under the laws of the State of Delaware (the “Subadviser”), and also registered under the Advisers Act.
EXHIBIT C NATIONWIDE VARIABLE INSURANCE TRUST Fund Administration and Transfer Agency Agreement Fee Schedule Effective May 1, 2007 as Amended and Restated June 11, 2008; Amended March 24,, 2009*Nationwide Variable Insurance Trust • April 24th, 2009
The Trust shall pay fees to the Administrator and Transfer Agent, as set forth in the schedule directly below, for the provision of services covered by this Agreement. Fees will be computed daily and payable monthly at an annual rate based on the aggregate amount of the Trust’s average daily net assets. The Trust will also be responsible for out-of-pocket expenses (including, but not limited to, the cost of the pricing services that the Administrator utilizes) reasonably incurred by the Administrator and the Transfer Agent in providing services to the Trust. All fees and expenses shall be paid by the Trust to the Administrator on behalf of the Administrator and the Transfer Agent.
Nationwide Fund Distributors LLC 1200 River Road, Suite 1000 Conshohocken, Pennsylvania 19428Nationwide Variable Insurance Trust • April 24th, 2009
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 May 1, 2010. 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 1200 River Road, Suite 1000 Conshohocken, Pennsylvania 19428Nationwide Variable Insurance Trust • April 24th, 2009
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 AllianceBernstein NVIT Global Fixed Income Fund (the “Fund”), a series of Nationwide Variable Insurance Trust, the Distributor shall waive a portion of the Rule 12b-1 fees for each of the Class II and Class VI shares of the Fund in an amount equal to 0.04%, for the period from the date of this Agreement through May 1, 2010. 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.
