T. Rowe Price Growth & Income Fund, Inc. Sample Contracts

BETWEEN
Transfer Agency and Service Agreement • April 30th, 2001 • Price T Rowe Growth & Income Fund Inc • Maryland
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BETWEEN
Investment Management Agreement • April 24th, 2000 • Price T Rowe Growth & Income Fund Inc
FUND ACCOUNTING AGREEMENT
Fund Accounting Agreement • December 16th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • New York

THIS FUND ACCOUNTING AGREEMENT (this “Agreement”) is effective as of August 1, 2015 (the “Effective Date”), by and between each investment company listed on Exhibit A attached hereto (each, a “Company”), on behalf of itself or, where noted on Exhibit A, on behalf of its Series (as defined below), severally and not jointly (each Company and/or Series a “Fund”, and collectively the “Funds”), T. Rowe Price Associates, Inc., solely with respect to Section 3(c) (“TRP”), and The Bank of New York Mellon, a New York banking organization (“BNY Mellon”).

Custodian Agreement
Custodian Agreement • December 18th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • Massachusetts

This Agreement is made as of January 28, 1998 by and between each entity set forth on Appendix A hereto (as such Appendix A may be amended from time to time) which executes a copy of this Agreement (each referred to herein as the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company with its principal place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the “Custodian”).

GLOBAL CUSTODY AGREEMENT
Agreement • December 18th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • New York

This AGREEMENT is effective January 3, 1994, and is between THE CHASE MANHATTAN BANK, N.A. (the “Bank”) and EACH OF THE ENTITIES LISTED ON SCHEDULE A HERETO, Individually and Separately (each individually, the “Customer”).

Article A Terms of Appointment/Duties of Price Associates 2 Article B Fees and Expenses 2 Article C Representations and Warranties of Price Associates 2 Article D Representations and Warranties of the Fund 3 Article E Ownership of Software and Related...
Agreement • December 18th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • Maryland

WHEREAS, pursuant to an Agreement dated as of January 1, 2015, between Price Associates and each of the Funds (the “Current Price Accounting Agreement”), Price Associates has been providing certain accounting, administrative and tax services (the “Current Price Services”) to the Funds;

TRANSFER AGENCY AND SERVICE AGREEMENT between
Transfer Agency and Service Agreement • December 16th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • Maryland
AGREEMENT between
Agreement • December 16th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc. • Maryland
EXPENSE LIMITATION AND MANAGEMENT FEE WAIVER AGREEMENT BETWEEN EACH OF THE
Expense Limitation and Management Fee Waiver Agreement • December 16th, 2020 • T. Rowe Price U.S. Large-Cap Core Fund, Inc.

This EXPENSE LIMITATION AND MANAGEMENT FEE WAIVER AGREEMENT (the “Agreement”), effective with respect to each Fund and as of the date indicated in the Schedules of this Agreement, is entered into between T. Rowe Price Associates, Inc. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland, and each Corporation, each of which is organized and existing under the laws of the State of Maryland, on behalf of itself or on behalf of its series and/or its separate share classes, as applicable (each, a “Fund” or a “Class”).

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • November 28th, 2016 • T. Rowe Price Growth & Income Fund, Inc.

This EXPENSE LIMITATION AGREEMENT (the “Agreement”), effective as of November 29, 2016, is entered into between T. Rowe Price Associates, Inc. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland, and T. Rowe Price Growth & Income Fund, Inc. (the “Corporation”), a corporation organized and existing under the laws of the State of Maryland, on behalf of the T. Rowe Price Growth & Income Fund (the “Fund”).

TRANSFER AGENCY AND SERVICE AGREEMENT between
Transfer Agency and Service Agreement • April 27th, 2015 • T. Rowe Price Growth & Income Fund, Inc. • Maryland
AGREEMENT between and
Agreement • April 29th, 2010 • T. Rowe Price Growth & Income Fund, Inc. • Maryland

Page Article A Terms of Appointment 2 Article B Duties of RPS 2 Article C Fees and Expenses 2 Article D Representations and Warranties of RPS 2 Article E Representations and Warranties of the Fund 3 Article F Standard of Care/Indemnification 3 Article G Dual Interests 6 Article H Documentation 6 Article I Recordkeeping/Confidentiality 8 Article J Ownership of Software and Related Material 8 Article K As of Transactions 9 1. Reporting 9 2. Liability 10 Article L Term and Termination of Agreement 12 Article M Notice 12 Article N Assignment 13 Article O Amendment/Interpretive Provisions 13 Article P Further Assurances 13 Article Q Maryland Law to Apply 14 Article R Merger of Agreement 14 Article S Counterparts 14 Article T The Parties 14 Article U Directors, Trustees and Shareholders and Massachusetts Business Trust 14 Article V Captions 15

TRANSFER AGENCY AND SERVICE AGREEMENT between
Transfer Agency and Service Agreement • November 28th, 2016 • T. Rowe Price Growth & Income Fund, Inc. • Maryland
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