0000894189-18-001796 Sample Contracts

FOURTH AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • March 22nd, 2018 • Trust for Professional Managers

THIS FOURTH AMENDMENT dated as of February 16, 2017, to the Fund Administration Servicing Agreement, dated as of October 23, 2009, as amended January 24, 2013, October 24, 2013 and October 22, 2015(the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of the CONVERGENCE FUNDS (the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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FOURTH AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • March 22nd, 2018 • Trust for Professional Managers

THIS FOURTH AMENDMENT dated as of February 16, 2017, to the Transfer Agent Servicing Agreement, dated as of October 23, 2009, as amended January 24, 2013, October 24, 2013 and October 22, 2015 (the “Agreement"), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of the CONVERGENCE FUNDS (the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

THIRD AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • March 22nd, 2018 • Trust for Professional Managers

THIS THIRD AMENDMENT dated as of February 16, 2017, to the Distribution Agreement, dated as of October 23, 2009, as amended October 24, 2013 and October 22, 2015 (the “Agreement”), is entered into by and among TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of its series, CONVERGENCE FUNDS (the “Fund”), QUASAR DISTRIBUTORS, LLC, (the “Distributor”) and CONVERGENCE INVESTMENT PARTNERS, LLC, a Kansas limited liability corporation and the investment advisor to the Trust (the “Advisor”).

FIFTH AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • March 22nd, 2018 • Trust for Professional Managers

THIS FIFTH AMENDMENT dated as of February 16, 2017, to the Custody Agreement, originally made and entered into as of October 23, 2009, as amended February 4, 2011, March 25, 2013, October 24, 2013 and October 22, 2015 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of the CONVERGENCE FUNDS (the “Funds”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Custodian”).

FOURTH AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • March 22nd, 2018 • Trust for Professional Managers

THIS FOURTH AMENDMENT dated as of February 16, 2017, to the Fund Accounting Servicing Agreement, dated as of October 23, 2009, as amended January 24, 2013, October 24, 2013 and October 22, 2015 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of the CONVERGENCE FUNDS (the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

TRUST FOR PROFESSIONAL MANAGERS AMENDED AND RESTATED OPERATING EXPENSE LIMITATION AGREEMENT with CONVERGENCE INVESTMENT PARTNERS, LLC
Operating Expense Limitation Agreement • March 22nd, 2018 • Trust for Professional Managers • Wisconsin

THIS AMENDED AND RESTATED OPERATING EXPENSE LIMITATION AGREEMENT (the “Agreement”) is effective as of the 30th day of March, 2018 by and between Trust for Professional Managers (the “Trust”), on behalf of the series of the Trust as listed in Schedule A attached hereto, which may be amended from time to time (each, a “Fund, and collectively, the “Funds”), and Convergence Investment Partners, LLC, the investment adviser to the Fund (the “Adviser”).

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