2/ND/ AMENDMENT TO
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SUB-ADVISORY AGREEMENT
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THIS 2/ND/ AMENDMENT TO THE SUB-ADVISORY AGREEMENT, made this 8/th/ day of
December, 2010 (the "Amendment"), is between Lincoln Investment Advisors
Corporation, a Tennessee corporation ("LIAC") and Massachusetts Financial
Services Company, a Delaware corporation with offices at ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇.
RECITALS
1. LIAC currently serves as investment adviser to the Lincoln Variable
Insurance Products Trust (the "Trust");
2. LIAC has contracted with MFS to serve as sub-adviser to the LVIP MFS
Value Fund (the "Fund"), a series of the Trust, pursuant to a Sub-Advisory
Agreement dated April 30, 2007 and amended July 1, 2008 (the "Agreement");
3. MFS and LIAC have agreed to reduce the sub-advisory fee on the Fund and
desire to amend the fee schedule ("Schedule A") to the Agreement.
REPRESENTATIONS
1. MFS represents that it will not reduce the quality or quantity of its
services to the Fund under the Agreement as a result of the reduced fee
schedule contained in this Amendment; however, MFS makes no representation
or warranty, express or implied, that any level of performance or
investment results will be achieved by the Fund or that the Fund will
perform comparably with any standard or index, including other clients of
MFS.
2. LIAC represents and warrants that: (i) it will not reduce the quality or
quantity of its services to the Fund under the Agreement as a result of the
reduced fee schedule contained in this Amendment; and (ii) approval of this
revised fee schedule has been obtained from the Trust's Board of Trustees
at an in-person meeting held December 6 and 7, 2010.
AMENDMENT
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:
1. The Recitals are incorporated herein and made a part hereof.
2. The Representations made herein are incorporated and made a part hereof.
940755/1 LVIP MFS Value Fund
3. Schedule A shall be deleted and replaced with the attached amended
Schedule A effective December 8, 2010, to reflect a reduction in the
sub-advisory fee for the Fund paid by LIAC to MFS.
4. All other terms and provisions of the Agreement not amended herein shall
remain in full force and effect.
5. This Amendment may be executed in two or more counterparts which
together shall constitute one instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed by their duly authorized officers as of the day and year first above
written.
LINCOLN INVESTMENT ADVISORS MASSACHUSETTS FINANCIAL
CORPORATION SERVICES COMPANY
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Second Vice President Title: Chief Executive Officer
ACCEPTED AND AGREED TO AS OF THE DAY
AND YEAR FIRST ABOVE WRITTEN:
LVIP MFS VALUE FUND, A SERIES OF
LINCOLN VARIABLE INSURANCE PRODUCTS
TRUST
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
Title: Chief Accounting Officer and
Second Vice President
940755/1 2 LVIP MFS Value Fund
SCHEDULE A
FEE SCHEDULE
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ANNUAL FEE AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS
0.375% of the first $250 million
0.350% of the next $250 million
0.300% of the next $1 billion
0.250% of assets over $1.5 billion
940755/1 3 LVIP MFS Value Fund