0000950123-11-033793 Sample Contracts

PLAN OF DISTRIBUTION AND AMENDED AND RESTATED AGREEMENT OF DISTRIBUTION
Plan of Distribution And • April 7th, 2011 • Columbia Funds Series Trust II • Minnesota

For Class A and Class W shares, the fee shall be paid to the Distributor in cash within five (5) business days after the last day of each month.

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PLAN ADMINISTRATION SERVICES AGREEMENT AMENDED AND RESTATED
Plan Administration Services Agreement • April 7th, 2011 • Columbia Funds Series Trust II • Massachusetts

PLAN ADMINISTRATION SERVICES AGREEMENT (“Agreement”) dated as of December 1, 2006, amended and restated September 27, 2010, by and among Columbia Management Investment Services Corp., a Minnesota corporation formerly known as RiverSource Service Corporation (“CMIS”), and each of the registrants (each a “Trust”) identified from time to time on Exhibit A hereto, acting separately on behalf of each series thereof identified from time to time on Exhibit A hereto (each a “Fund” and collectively the “Funds”).

INVESTMENT MANAGEMENT SERVICES AGREEMENT AMENDED AND RESTATED
Investment Management Services Agreement • April 7th, 2011 • Columbia Funds Series Trust II • Massachusetts

This Agreement, dated as of September 22, 2010, amended and restated March 7, 2011, is by and between is by and between Columbia Management Investment Advisers, LLC (formerly known as RiverSource Investments, LLC) (the “Investment Manager”), a Minnesota limited liability company and Columbia Funds Series Trust II (the “Registrant”), on behalf of its separate underlying series, as applicable, listed in Schedule A. The terms “Fund” or “Funds” are used to refer to either the Registrant or its underlying series, as context requires).

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