0001177017-13-000003 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT Between
Investment Management Agreement • May 22nd, 2013 • T. Rowe Price Retirement Funds, Inc.

INVESTMENT MANAGEMENT AGREEMENT, made as of the 24th day of April, 2013, by and between T. ROWE PRICE RETIREMENT FUNDS, INC., a Maryland corporation (the “Corporation”), and T. ROWE PRICE ASSOCIATES, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter called the “Manager”).

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SPECIAL SERVICING AGREEMENT
Special Servicing Agreement • May 22nd, 2013 • T. Rowe Price Retirement Funds, Inc. • Maryland

THIS SPECIAL SERVICING AGREEMENT (“Agreement”), made as of the 4th day of September, 2002, is hereby amended as of October 22, 2003, February 4, 2004, March 2, 2005, July 19, 2006, October 18, 2006, April 24, 2007, July 1, 2008, July 7, 2010, and April 24, 2013 by and between T. ROWE PRICE RETIREMENT FUNDS, INC., on behalf of its separate series and classes, T. ROWE PRICE RETIREMENT 2005 FUND, T. ROWE PRICE RETIREMENT 2005 FUND–ADVISOR CLASS, T. ROWE PRICE RETIREMENT 2005 FUND–R CLASS, T. ROWE PRICE RETIREMENT 2010 FUND, T. ROWE PRICE RETIREMENT 2010 FUND–ADVISOR CLASS, T. ROWE PRICE RETIREMENT 2010 FUND–R CLASS, T. ROWE PRICE RETIREMENT 2015 FUND, T. ROWE PRICE RETIREMENT 2015 FUND–ADVISOR CLASS, T. ROWE PRICE RETIREMENT 2015 FUND–R CLASS, T. ROWE PRICE RETIREMENT 2020 FUND, T. ROWE PRICE RETIREMENT 2020 FUND–ADVISOR CLASS, T. ROWE PRICE RETIREMENT 2020 FUND–R CLASS, T. ROWE PRICE RETIREMENT 2025 FUND, T. ROWE PRICE RETIREMENT 2025 FUND–ADVISOR CLASS, T. ROWE PRICE RETIREMENT 2025 FUN

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