0000898432-09-001318 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • October 30th, 2009 • Eagle Cash Trust • Massachusetts

This Distribution Agreement is made this 1st day of May 2009, by and between each registered investment company listed in Schedule A hereto (each, a “Trust”) which are Massachusetts business trusts, and Eagle Fund Distributors, Inc. a Florida corporation (the “Distributor”).

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FORM OF AMENDED TRANSFER AGENCY AND SERVICE AGREEMENT between EAGLE CASH TRUST and EAGLE FUND SERVICES, INC.
Transfer Agency and Service Agreement • October 30th, 2009 • Eagle Cash Trust • Florida

AGREEMENT made as of the 1st day of May, 2009 as amended on the 1st day of October, 2009 by and between Eagle Cash Trust, a Massachusetts business trust, having its principal office and place of business at 880 Carillon Parkway, St. Petersburg, Florida 33716 (the “Trust”), a Florida corporation and a duly registered transfer agent pursuant to the Securities Exchange Act of 1934, having its principal office and place of business at 880 Carillon Parkway, St. Petersburg, Florida 33716 (the “Agent”).

FORM OF EAGLE CASH TRUST – MUNICIPAL MONEY MARKET FUND SUBADVISORY AGREEMENT
Subadvisory Agreement • October 30th, 2009 • Eagle Cash Trust • Florida

This Subadvisory Agreement is made as of May 1, 2009, between Eagle Asset Management, Inc., a Florida corporation (the “Manager”), and AllianceBernstein, LP a Delaware limited partnership (the “Subadviser”).

FORM OF EAGLE CASH TRUST INVESTMENT ADVISORY AND ADMINISTRATION AGREEMENT
Investment Advisory and Administration Agreement • October 30th, 2009 • Eagle Cash Trust • Florida

This Agreement is made as of May 1, 2009, between Eagle Cash Trust, a Massachusetts business trust ("Trust"), and Eagle Asset Management, Inc. ("Manager").

AMENDED EAGLE FUNDS ACCOUNTING AND PRICING SERVICES AGREEMENT
Eagle Funds Accounting and Pricing Services Agreement • October 30th, 2009 • Eagle Cash Trust

THIS AGREEMENT is made as of the 1st day of May 2009, as amended on September 1, 2009, by and between each of the investment companies and investment series thereof (including applicable classes) listed on Schedule A attached hereto, as such Schedule is amended from time to time (each a “Fund” and collectively, the “Funds”), and Eagle Fund Services, Inc. (“EFS”), a Florida corporation.

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