0001104659-09-027463 Sample Contracts

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • April 30th, 2009 • Mairs & Power Growth Fund Inc • Wisconsin

THIS AGREEMENT is made and entered into as of this 3rd day of October, 2008, by and between MAIRS AND POWER GROWTH FUND, INC., a Minnesota corporation (the “Company”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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AMENDED AND RESTATED FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • April 30th, 2009 • Mairs & Power Growth Fund Inc • Minnesota

THIS AGREEMENT is made and entered into as of June 30, 2008, and amends and restates that Fund Administration Agreement dated December 1, 2006, by and between Mairs and Power Growth Fund, Inc., a corporation organized under the laws of the State of Minnesota (the “Fund”), and Mairs and Power, Inc. (the “Administrator”).

AMENDMENT TO THE FUND SUB-ADMINISTRATION SERVICING AGREEMENT
Fund Sub-Administration Servicing Agreement • April 30th, 2009 • Mairs & Power Growth Fund Inc

THIS AMENDMENT dated as of June 13, 2008, to the Fund Sub-Administration Servicing Agreement, dated as of October 5, 2006, as amended (the “Agreement”), is entered into by and between MAIRS AND POWER GROWTH FUND, INC., and MAIRS AND POWER BALANCED FUND, INC., both Minnesota corporations (collectively the “Companies”), and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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