0000894189-16-009248 Sample Contracts

FIRST AMENDMENT TO THE AMENDED AND RESTATED FUND ADMINISTRATION
Fund Administration Servicing Agreement • April 28th, 2016 • Needham Funds Inc

THIS FIRST AMENDMENT dated as of the 30th day of April, 2015, to the Amended and Restated Fund Administration Servicing Agreement, dated as of June 7, 2012 (the "Agreement"), is entered into by and between THE NEEDHAM FUNDS, INC., a Maryland corporation (the "Company"), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

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FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT
Fee Waiver and Expense Reimbursement Agreement • April 28th, 2016 • Needham Funds Inc

This Fee Waiver Agreement (the “Agreement”) is made as of the 26th day of April 2016 between The Needham Funds, Inc., a Maryland corporation (the “Fund”), on behalf of Needham Aggressive Growth Fund, Needham Growth Fund, and Needham Small Cap Growth Fund (each, a “Portfolio”), and Needham Investment Management L.L.C., a Delaware limited liability company (the “Adviser”).

FIRST AMENDMENT TO THE AMENDED AND RESTATED FUND ACCOUNTING
Fund Accounting Servicing Agreement • April 28th, 2016 • Needham Funds Inc

and Restated Fund Accounting Servicing Agreement, dated as of June 7, 2012 (the "Agreement"), is entered into by and between THE NEEDHAM FUNDS, INC., a Maryland corporation (the "Company"), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company ("USBFS").

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