0000894189-12-001319 Sample Contracts

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ADMINISTRATION SERVICING AGREEMENT
Administration Servicing Agreement • March 7th, 2012 • Professionally Managed Portfolios

THIS AMENDMENT dated as of the 5th day of March, 2012, to the Fund Administration Servicing Agreement, dated as of June 22, 2006, as amended, (the “Agreement”), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust") on behalf of its separate series, listed in Exhibit T and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

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AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS CUSTODY AGREEMENT
Custody Agreement • March 7th, 2012 • Professionally Managed Portfolios

THIS AMENDMENT dated as of the 5th day of March, 2012, to the Custody Agreement, dated as of June 22, 2006, as amended, (the "Agreement") is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series listed in Exhibit V, and U.S. Bank National Association, a national banking association (the "Custodian").

PROFESSIONALLY MANAGED PORTFOLIOS Amended and Restated OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • March 7th, 2012 • Professionally Managed Portfolios • Delaware

THIS Amended and Restated OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 26th day of January, 2010, by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of the series of the Trust listed on Schedule A, which may be amended from time to time (the “Fund”), and the Advisor of the Fund, DSM Capital Partners LLC (the “Advisor”).

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • March 7th, 2012 • Professionally Managed Portfolios

THIS AMENDMENT dated as of the 5th day of March, 2012, to the Transfer Agent Servicing Agreement, dated as of June 22, 2006, as amended, (the "Agreement"), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series, listed in Exhibit V and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

PROFESSIONALLY MANAGED PORTFOLIOS FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
The Distribution Agreement • March 7th, 2012 • Professionally Managed Portfolios

THIS FIRST AMENDMENT dated as of the 5th day of March, 2012, to the Distribution Agreement, dated as of June 15, 2009 (the "Agreement"), is entered into by and between PROFESSIONALLY MANAGED PORTFOLIOS, a Massachusetts business trust (the “Trust”), on behalf of its series, listed in Exhibit A and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”).

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • March 7th, 2012 • Professionally Managed Portfolios

THIS AMENDMENT dated as of the 5th day of March, 2012, to the Fund Accounting Servicing Agreement, dated as of June 22, 2006, as amended, (the "Fund Accounting Agreement"), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the "Trust"), on behalf of its separate series, listed in Exhibit U and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

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