Amendment No. 1 to the Fourth Amended and Restated Administration Agreement

Amendment No. 1 to the Fourth Amended and Restated
Administration Agreement

This Amendment No. 1, dated December 8, 2023 (the “Effective Date”) to the Fourth Amended and Restated Administration Agreement (this “Amendment”), by and between Xxxxxx Xxxxxx & Xxxxxx Trust, a Massachusetts business trust (the “Trust”) and Xxxxxx Xxxxxx & Xxxxxx LLC (“SBH LLC”).

WHEREAS, the Trust and SBH LLC entered into a Fourth Amended and Restated Administration Agreement dated August 19, 2021 (the “Agreement”); and

WHEREAS, on June 26, 2023, the Trust liquidated the Xxxxxx Xxxxxx & Xxxxxx Fundamental International Small Cap Fund; and

WHEREAS, on June 26, 2023, the Trust liquidated the Xxxxxx Xxxxxx & Xxxxxx Workplace Equality Fund; and

WHEREAS, on August 25, 2023, the Xxxxxx Xxxxxx & Xxxxxx Select Equity ETF was added as a new series of the Trust; and

WHEREAS, on November 20, 2023, the Xxxxxxx Growth Fund and the Xxxxxxx Opportunity Fund were each separately reorganized into the Trust; and

WHEREAS, on December 8, 2023, the Xxxxxx Xxxxxx & Xxxxxx International Equity Fund was reorganized into the Trust;

NOW THEREFORE,

1. The Parties agree to delete Exhibit 1 in its entirety and replace it with a new Exhibit 1 attached hereto.

2. Except as specifically set forth herein, all other provisions of the Agreement shall remain in full force and effect. Any items not herein defined shall have the meaning ascribed to them in the Agreement.

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IN WITNESS WHEREOF, the parties have executed this Amendment as of the Effective Date.

XXXXXX XXXXXX & XXXXXX TRUST			XXXXXX XXXXXX & XXXXXX LLC
By:	/s/ Xxxxxx X. Xxxxxx		By:	/s/ Xxxxxxx X. Xxxxxxxxx
Name:	Xxxxxx X. Xxxxxx		Name:	Xxxxxxx X. Xxxxxxxxx
Title:	Treasurer and Chief Compliance Officer		Title:	President

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EXHIBIT 1

(effective as of December 8, 2023)

Xxxxxx Xxxxxx & Xxxxxx Small Cap Value Fund

Xxxxxx Xxxxxx & Xxxxxx Small Cap Growth Fund

Xxxxxx Xxxxxx & Xxxxxx Small Cap Core Fund

Xxxxxx Xxxxxx & Xxxxxx All Cap Fund

Xxxxxx Xxxxxx & Xxxxxx Emerging Markets Fund

Xxxxxx Xxxxxx & Xxxxxx International Small Cap Fund

Xxxxxx Xxxxxx & Xxxxxx International Equity Fund

Xxxxxx Xxxxxx & Xxxxxx Global All Cap Fund

Xxxxxx Xxxxxx & Xxxxxx Short Term Plus Fund

Xxxxxx Xxxxxx & Xxxxxx Plus Bond Fund

Xxxxxx Xxxxxx & Xxxxxx Quality High Yield Fund

Xxxxxx Xxxxxx & Xxxxxx Municipal Opportunities Fund

Xxxxxx Xxxxxx & Xxxxxx Colorado Tax Free Fund

Xxxxxx Xxxxxx & Xxxxxx Select Equity ETF

Xxxxxxx Growth Fund

Xxxxxxx Opportunity Fund

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