0001193125-12-320116 Sample Contracts

THIRD AMENDMENT TO RIDGEWORTH FUNDS DISTRIBUTION AGREEMENT
Distribution Agreement • July 30th, 2012 • RidgeWorth Funds • Massachusetts

This Third Amendment (the “Amendment”) to the Distribution Agreement (the “Agreement”) dated as of March 31, 2009 and as amended on August 1, 2009 and July 19, 2010, between RidgeWorth Funds (the “Trust”) and RidgeWorth Distributors LLC (“Distributor”), is effective as of April 27, 2012 (the “Effective Date”).

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AMENDMENT To Transfer Agency and Service Agreement Between Ridgeworth Funds And Boston Financial Data Services, Inc.
Transfer Agency and Service Agreement • July 30th, 2012 • RidgeWorth Funds

This Amendment is made as of this 1st day of December, 2011 between Boston Financial Data Services, Inc. (the “Transfer Agent”) and Each of the Ridgeworth Funds, individually and not jointly as listed on Schedule A (collectively, the “Funds” and individually, the “Fund”) to the Transfer Agency and Service Agreement dated August 20, 2010, as amended, (the “Agreement”). In accordance with Section 3 (Fees and Expenses), and Section 16.1 (Amendment) of the Agreement the parties desire to amend the Agreement as set forth herein.

RidgeWorth Funds Atlanta, GA 30305
Master Custodian Agreement • July 30th, 2012 • RidgeWorth Funds

Reference is made to the Master Custodian Agreement by and among each management investment company identified on Appendix A thereto (the “Fund”) on behalf of each of its series identified on Appendix A thereto (collectively, the “Portfolios”) and State Street Bank and Trust Company (the “Custodian”) dated as of August 30, 2010 (the “Agreement”).

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 30th, 2012 • RidgeWorth Funds

EXPENSE LIMITATION AGREEMENT made as of the 1st day of August 2012 by and between RidgeWorth Funds (the “Trust”), a Massachusetts business trust, RidgeWorth Capital Management, Inc. (the “Adviser”) and each investment subadviser listed on Schedule B (“Sub-Adviser”) with respect to the series of the Trust (the “Funds”) set forth on Schedule B.

RidgeWorth Funds Atlanta, GA 30305
Administration Agreement • July 30th, 2012 • RidgeWorth Funds

Reference is made to the Administration Agreement between RidgeWorth Funds (the “Trust”) and State Street Bank and Trust Company (the “Administrator”) dated as of August 30, 2010 (the “Agreement”).

FUND SERVICES AGREEMENT
Fund Services Agreement • July 30th, 2012 • RidgeWorth Funds • Massachusetts

AGREEMENT made as of April 1, 2012 (the “Effective Date”), by and between RidgeWorth Capital Management, Inc. (“RidgeWorth”) and RidgeWorth Funds, a Massachusetts business trust (the “Trust”), on behalf of each current and future series of the Trust (each, a “Fund”). This Agreement supersedes the Fund Services Agreement dated September 9, 2009 by and between the same parties.

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