FIRST AMENDMENT TO THE CUSTODY AGREEMENT
FIRST
AMENDMENT TO THE
THIS FIRST AMENDMENT dated as
of November 4, 2008, to the Custody Agreement, dated as of July 21, 2008 (the
"Agreement"), is entered into by and between TRUST FOR PROFESSIONAL
MANAGERS, a Delaware business trust, (the "Trust") on behalf of its
series, the Xxxxx & Xxxxx
AGA Realty Income Fund (the "Fund") and U.S. Bank, N.A., a national
banking association organized and existing under the laws of the United States
of America (the “Custodian”).
RECITALS
WHEREAS, the parties have
entered into an Agreement; and
WHEREAS, the Trust and the
Custodian desire to add Funds; and
WHEREAS, Article 14.02 of the
Agreement allows for its amendment by a written instrument executed by both
parties.
NOW, THEREFORE, the parties
agree as follows:
Exhibit C
of the Agreement is hereby superseded and replaced with Exhibit C attached
hereto.
Except to
the extent amended hereby, the Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the
parties hereto have caused this First Amendment to be executed by a duly
authorized officer on one or more counterparts as of the date and year first
written above.
| TRUST FOR PROFESSIONAL MANAGERS | U.S. BANK, N.A. |
| By: /s/ Xxxxxx Xxxxxxxxx | By: /s/ Xxxxxxx X. XxXxx |
| Printed Name: Xxxxxx Xxxxxxxxx | Printed Name: Xxxxxxx X. XxXxx |
| Title: Chairman | Title: Vice President |
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Exhibit
C
to
the
Separate
Series of Trust for Professional Managers
| Name of Series | Date Added |
| Xxxxx & Xxxxx AGA Realty Income Fund | 07/30/08 |
| Xxxxx & Xxxxx AGA International Realty Fund | on or after 11/04/08 |
| Xxxxx & Xxxxx AGA U.S. Realty Fund | on or after 11/04/08 |
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