0000950123-12-009198 Sample Contracts

FUND ADMINISTRATION AGREEMENT
Fund Administration Agreement • June 18th, 2012 • Longleaf Partners Funds Trust • Massachusetts

This Agreement shall remain in effect for a period of two (2) years and from year to year thereafter, provided such continuance is approved at least annually by the vote of holders of a majority, as defined in the Investment Company Act (the “Act”), of the outstanding voting securities of the Fund or by the Trustees of the Fund; provided, that in either event such continuance is also approved annually by the vote of a majority of the Trustees of the Fund who are not parties to this Agreement or who are not otherwise “interested persons” (as defined in the Investment Company Act of 1940) or any such party, which vote must be cast in person at a meeting called for the purpose of voting on such approval; provided, however, that (a) the Fund may, at any time and without the payment of any penalty, terminate this Agreement upon sixty days written notice to the Administrator, either by majority vote of the Trustees of the Fund or by the vote of a majority of the outstanding voting securities

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INVESTMENT COUNSEL AGREEMENT
Investment Counsel Agreement • June 18th, 2012 • Longleaf Partners Funds Trust • Massachusetts

AGREEMENT made as the ______ day of August, 2012, between Longleaf Partners Global Fund (the “Fund”) the fourth series of LONGLEAF PARTNERS FUNDS TRUST, a Massachusetts business trust, (“the Master Trust”), and SOUTHEASTERN ASSET MANAGEMENT, INC., a Tennessee corporation, (hereinafter referred to as “the Investment Counsel”).

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