0000950152-08-010270 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • December 15th, 2008 • RidgeWorth Funds • Massachusetts

AGREEMENT made as of August 20, 2008 between RidgeWorth Funds (the “Trust”), a Massachusetts business trust having an office at 50 Hurt Plaza, Suite 1400, Atlanta, GA 30303, and RidgeWorth Distributors LLC (“Distributor”), having an office at 100 Summer Street, Boston, Massachusetts 02110.

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FORM OF INTERIM INVESTMENT SUBADVISORY AGREEMENT
Interim Investment Subadvisory Agreement • December 15th, 2008 • RidgeWorth Funds • Massachusetts

This INTERIM ADVISORY AGREEMENT (“Interim Agreement”) made as of the day of , 2008, between RidgeWorth Capital Management, Inc. (the “Adviser”) and Zevenbergen Capital Investments LLC (the “Subadviser”).

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