0000928816-14-000535 Sample Contracts

PUTNAM FUNDS TRUST AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Agreement and Declaration of Trust • March 28th, 2014 • Putnam Funds Trust • Massachusetts

This AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST made at Boston, Massachusetts, on this 21st day of March, 2014, hereby amends and restates in its entirety the Agreement and Declaration of Trust dated January 22, 1996, as heretofore amended, by the Trustees hereunder and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.

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PUTNAM FUNDS TRUST MANAGEMENT CONTRACT
Management Contract • March 28th, 2014 • Putnam Funds Trust

period. If the Replacement Measuring Class of shares was not outstanding for all or a portion of the Performance Period, it may only be used in calculating that portion of the Performance Adjustment attributable to the period during which the Replacement Measuring Class was outstanding and any previous portion of the Performance Period will be calculated using the Measuring Class.

PUTNAM FUNDS TRUST MANAGEMENT CONTRACT
Management Contract • March 28th, 2014 • Putnam Funds Trust

This Management Contract is dated as of February 27, 2014 between PUTNAM FUNDS TRUST, a Massachusetts business trust (the “Fund”), and PUTNAM INVESTMENT MANAGEMENT, LLC, a Delaware limited liability company (the “Manager”).

PUTNAM FUNDS TRUST MANAGEMENT CONTRACT
Management Contract • March 28th, 2014 • Putnam Funds Trust

Adjustment Rate for the Fund may not exceed the Maximum Performance Adjustment Rate set forth on Schedule B or be less than the Minimum Performance Adjustment Rate set forth on Schedule B.

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