Prospector Funds, Inc. Sample Contracts

PROSPECTOR FUNDS, INC. FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • September 17th, 2007 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this ___ day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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PROSPECTOR FUNDS, INC. TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 14th day of September 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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PROSPECTOR FUNDS, INC. DISTRIBUTION AGREEMENT
Distribution Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 14th day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”) and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”). PROSPECTOR PARTNERS ASSET MANAGEMENT, LLC, a Delaware limited liability company and the investment advisor to the Company (the “Advisor”), is a party hereto with respect to Section 5 only.

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AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 26th, 2024 • Prospector Funds, Inc.

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, February 25, 2013, February 19, 2014, February 18, 2015, February 23, 2016, February 21, 2017, February 20, 2018, February 20, 2019, September 5, 2019, February 25, 2020, February 23, 2021, February 22, 2022, February 21, 2023 and February 27, 2024 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT
Fee Waiver and Expense Limitation Agreement • April 25th, 2014 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, April 17, 2012, February 25, 2013 and February 19, 2014 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 27th, 2018 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, February 25, 2013, February 19, 2014, February 18, 2015, February 23, 2016, February 21, 2017 and February 20, 2018 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Connecticut

Agreement made this 19th day of September, 2007 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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PROSPECTOR FUNDS, INC. INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Connecticut

AGREEMENT made as of the 19th day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation, with its principal office and place of business at 370 Church Street, Guilford, Connecticut 06437 (the “Fund”), including any series thereof as set forth on Schedule A (each, a "Series" and collectively, the "Series") and Prospector Partners Asset Management, LLC, a Delaware limited liability company, with its principal office and place of business at 370 Church Street, Guilford, Connecticut 06437 (the “Adviser”).

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SECOND AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • April 25th, 2014 • Prospector Funds, Inc.

THIS SECOND AMENDMENT dated as of September 3, 2013 to the Distribution Agreement, dated as of September 14, 2007, as amended October 1, 2009 (the "Agreement"), is entered into by and among PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”), QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the "Distributor”) and PROSPECTOR PARTNERS ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”).

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PROSPECTOR FUNDS, INC. FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 14th day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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THIRD AMENDMENT TO THE GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • April 26th, 2024 • Prospector Funds, Inc.

THIS THIRD AMENDMENT. dated as of September 7, 2021, to the Custody Agreement, dated as of September 14, 2007 (the "Global Custody Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANK, N.A., a national banking association (the "Custodian").

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DISTRIBUTION AGREEMENT
Distribution Agreement • April 29th, 2020 • Prospector Funds, Inc.

THIS DISTRIBUTION AGREEMENT (“Agreement”) is by and between Quasar Distributors, LLC (the “Distributor”), Prospector Funds, Inc. (“Fund Company”) and Prospector Partners Asset Management, LLC (“Adviser”).

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SECOND AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • April 26th, 2024 • Prospector Funds, Inc.

THIS SECOND AMENDMENT dated as of September 7, 2021, to the Transfer Agent Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

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FIRST AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • February 12th, 2010 • Prospector Funds, Inc.

THIS FIRST AMENDMENT dated as of the 1ST day of October 2009, to the Transfer Agent Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

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Stradley Ronon Stevens & Young, LLP2005 Market Street, Suite 2600Philadelphia, PA 19103Telephone 215.564.8000Fax 215.564.8120www.stradley.com
Agreement and Plan of Reorganization • July 12th, 2024 • Managed Portfolio Series
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PROSPECTOR FUNDS, INC. FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • September 17th, 2007 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this ___ day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

Sample 1
AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT
Fee Waiver and Expense Limitation Agreement • April 28th, 2015 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, April 17, 2012, February 25, 2013, February 19, 2014 and February 18, 2015 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the "Adviser") and Prospector Funds, Inc., a Maryland corporation (the "Company"), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a "Fund" and collectively, the "Funds").

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SECOND AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • April 26th, 2024 • Prospector Funds, Inc.

THIS SECOND AMENDMENT dated September 7, 2021, to the Fund Accounting Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

Sample 1
FIRST AMENDMENT TO THE GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • April 23rd, 2009 • Prospector Funds, Inc.

THIS FIRST AMENDMENT. dated as of the 1st day of May 2008, to the Custody Agreement, dated as of September 14, 2007, (the "Global Custody Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANK, N.A., a national banking association (the "Custodian").

Sample 1
AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 29th, 2011 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010 and February 16, 2011, between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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PROSPECTOR FUNDS, INC. GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Ohio

THIS AGREEMENT is made and entered into as of this 14th day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Cincinnati, Ohio (the “Custodian”).

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AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 29th, 2020 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, February 25, 2013, February 19, 2014, February 18, 2015, February 23, 2016, February 21, 2017, February 20, 2018, February 20, 2019 and September 5, 2019 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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JOINT ERRORS AND OMISSION LIABILITY INSURANCE AGREEMENT
Joint Errors and Omission Liability Insurance Agreement • September 17th, 2007 • Prospector Funds, Inc.

THIS AGREEMENT is made as of September [ ], 2007, by and among Prospector Capital Appreciation Fund, Prospector Opportunity Fund (each, a “Series” of Prospector Funds, Inc. (the “Fund”) and, collectively, the “Series”), and Prospector Partners Asset Management, LLC (the “Adviser”), the investment adviser of the Series, which are named insureds under a joint liability policy as described below, is entered into under the following circumstances:

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FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • February 12th, 2010 • Prospector Funds, Inc.

THIS FIRST AMENDMENT dated as of the 1ST day of October 2009, to the Distribution Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and among PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”), QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the "Distributor”) and PROSPECTOR PARTNERS ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “Advisor”).

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Contract
Escrow Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Wisconsin

ESCROW AGREEMENT, dated September 17, 2007 (this "Escrow Agreement"), between U.S. BANCORP FUND SERVICES, LLC, a limited liability company organized under laws of Wisconsin ("Escrow Agent") and Prospector Funds, Inc., a corporation organized under the laws of Maryland (“Fund”).

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SECOND AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • April 26th, 2024 • Prospector Funds, Inc.

THIS SECOND AMENDMENT dated as of September 7, 2021, to the Fund Administration Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

Sample 1
FIRST AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • February 12th, 2010 • Prospector Funds, Inc.

THIS FIRST AMENDMENT dated as of the 1ST day of October 2009, to the Fund Administration Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

Sample 1
SECOND AMENDMENT TO THE GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • February 12th, 2010 • Prospector Funds, Inc.

THIS SECOND AMENDMENT. dated as of the 1ST day of October 2009, to the Custody Agreement, dated as of September 14, 2007, as amended May 1, 2008 (the "Global Custody Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANK, N.A., a national banking association (the "Custodian").

Sample 1
AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 26th, 2019 • Prospector Funds, Inc. • Connecticut

Agreement made as of September 19, 2007, and amended and restated on February 22, 2010, February 16, 2011, February 15, 2012, February 25, 2013, February 19, 2014, February 18, 2015, February 23, 2016, February 21, 2017, February 20, 2018 and February 20, 2019 between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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PROSPECTOR FUNDS, INC. GLOBAL CUSTODY AGREEMENT
Global Custody Agreement • September 17th, 2007 • Prospector Funds, Inc. • Ohio

THIS AGREEMENT is made and entered into as of this ____ day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Cincinnati, Ohio (the “Custodian”).

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FIRST AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • February 12th, 2010 • Prospector Funds, Inc.

THIS FIRST AMENDMENT dated as of the 1ST day of October 2009, to the Fund Accounting Servicing Agreement, dated as of September 14, 2007, (the "Agreement"), is entered into by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS”).

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PROSPECTOR FUNDS, INC. FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • April 23rd, 2009 • Prospector Funds, Inc. • Wisconsin

THIS AGREEMENT is made and entered into as of this 14th day of September, 2007, by and between PROSPECTOR FUNDS, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

Sample 1
AMENDED AND RESTATED FEE WAIVER AND EXPENSE LIMITATION AGREEMENT PROSPECTOR FUNDS, INC.
Fee Waiver and Expense Limitation Agreement • April 28th, 2010 • Prospector Funds, Inc. • Connecticut

Agreement made this 19th day of September, 2007, and amended and restated as of February 22, 2010, between Prospector Partners Asset Management, LLC, a Delaware limited liability company (the “Adviser”) and Prospector Funds, Inc., a Maryland corporation (the “Company”), on behalf of its Series, Prospector Capital Appreciation Fund and Prospector Opportunity Fund (each, a “Fund” and collectively, the “Funds”).

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AMENDMENT NUMBER ONE TO INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • April 29th, 2020 • Prospector Funds, Inc.

This AMENDMENT NUMBER ONE dated as of September 19, 2019 to the Investment Advisory Agreement (“Agreement”) dated as of September 19, 2007, originally made by and between PROSPECTOR FUNDS, INC., a Maryland corporation, with its principal offices and place of business at 370 Church Street, Guilford, CT 06437 (the “Fund”), including any series thereof as set forth on Schedule A of the Agreement (each a “Series” and collectively, the “Series”) and PROSPECTOR PARTNERS ASSET MANAGEMENT, LLC, a Delaware limited liability company, with its principal office and place of business at 370 Church Street, Guilford, CT 06437 (the “Adviser”). Per the terms of the Agreement, the Adviser has agreed to perform investment advisory services for such Series. Capitalized terms used but not defined herein have the meaning set forth in the Agreement.

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