0000894189-08-002882 Sample Contracts

PROFESSIONALLY MANAGED PORTFOLIOS OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • August 29th, 2008 • Professionally Managed Portfolios • Massachusetts

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 29th day of August, 2008, by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of each series of the Trust listed on Schedule A, as may be amended from time to time (each a “Fund” and collectively, the “Funds”) and Winslow Management Company, LLC (the “Advisor”).

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AMENDMENT TO DISTRIBUTION AGREEMENT
Distribution Agreement • August 29th, 2008 • Professionally Managed Portfolios

THIS AMENDMENT, dated as of the 11th day of February, 2008, is entered into by and among Professionally Managed Portfolios, a Massachusetts trust (“Trust”), on behalf of its series, the Stephens Mid Cap Growth and Small Cap Growth Funds, Stephens Investment Management Group, LLC, the investment advisor (“Advisor”) and Quasar Distributors, LLC (the “Distributor”), as parties to the Distribution Agreement dated July 20, 2006, (the “Agreement”).

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