0000894189-21-004588 Sample Contracts

SECOND AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 20th, 2021 • Trust for Professional Managers

THIS SECOND AMENDMENT effective as of the last date on the signature block to the Fund Administration Servicing Agreement, dated as of October 24, 2013, as amended (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of its series named in Exhibit A hereto, (each a “Fund” and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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FIRST AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT effective as of the last date on the signature block to the Transfer Agent Servicing Agreement, dated as of October 24, 2013, as amended (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of its series named in Exhibit A hereto, (each a “Fund” and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

FIRST AMENDMENT TO THE TRUST FOR PROFESSIONAL MANAGERS INVESTMENT ADVISORY AGREEMENT with ROCKEFELLER & CO. LLC
Investment Advisory Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT dated as of April 15, 2021, to the Investment Advisory Agreement, dated as of March 1, 2018 (the “Agreement”), entered into by and between TRUST FOR PROFESSIONAL MANAGERS (the “Trust”), on behalf of the series of the Trust as indicated on Schedule A to the Agreement, as may be amended from time to time (each, a “Fund,” and collectively, the “Funds”), and ROCKEFELLER & CO. LLC (hereinafter called the “Adviser”).

FIRST AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT effective as of the last date on the signature block to the Custody Agreement, dated as of October 24, 2013, as amended (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of its series named in Exhibit C hereto, (each a “Fund” and collectively the “Funds”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

FIRST AMENDMENT TO THE DISTRIBUTION AGREEMENT
The Distribution Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT, dated as of the last date on the signature block, to the distribution agreement dated October 24th, 2013 (the “Agreement”) and novated March 31st, 2020, is entered into by and between Trust for Professional Managers, on behalf of the Rockefeller Funds (the “Fund Company”), Rockefeller & Co., LLC (the “Advisor”) and Quasar Distributors, LLC (the “Distributor" and, together with the Fund Company and the Advisor, the “Parties”).

FIRST AMENDMENT TO THE TRUST FOR PROFESSIONAL MANAGERS OPERATING EXPENSE LIMITATION AGREEMENT with ROCKEFELLER & CO. LLC
Limitation Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT dated as of April 15, 2021, to the Operating Expense Limitation Agreement, dated as of March 1, 2018 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS (the “Trust”), on behalf of the series of the Trust as indicated on Schedule A to the Agreement, as may be amended from time to time (each, a “Fund,” and collectively, the “Funds”), and ROCKEFELLER & CO. LLC (hereinafter called the “Adviser”).

FIRST AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 20th, 2021 • Trust for Professional Managers

THIS FIRST AMENDMENT effective as of the last date on the signature block to the Fund Accounting Servicing Agreement, dated as of October 24, 2013, as amended (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware business trust, (the “Trust”) on behalf of its series named in Exhibit A hereto, (each a “Fund” and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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