0001193125-14-284285 Sample Contracts

FOURTH AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FOURTH AMENDMENT, dated as of March 7, 2014, to the Fund Administration Servicing Agreement dated as of April 1, 2006, as amended December 5, 2008, March 14, 2012 and December 1, 2012 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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FIFTH AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FIFTH AMENDMENT, dated as of May 16, 2014, to the Custody Agreement, dated as of April 1, 2006, as amended December l, 2008, February 10, 2012, December 1, 2012 and March 7, 2014 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANK, N.A., a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

FIFTH AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FIFTH AMENDMENT, dated as of May 16, 2014, to the Fund Accounting Servicing Agreement, dated as of April 1, 2006, as amended December 5, 2008, March 14, 2012, December 1, 2012 and March 7, 2012 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

FOURTH AMENDMENT TO THE DISTRIBUTION AGREEMENT
Distribution Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FOURTH AMENDMENT dated as of May 16, 2014, to the Distribution Agreement dated as of April 1, 2006, as amended December 1, 2008, March 14, 2012 and December 1, 2012 (the “Agreement”), is entered into by and among RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”), QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”) and RAINIER INVESTMENT MANAGEMENT, LLC (the “Advisor”).

FOURTH AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FOURTH AMENDMENT, dated as of March 7, 2014, to the Custody Agreement, dated as of April 1, 2006, as amended December 1, 2008, February 10, 2012 and December 1, 2012 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANK, N. A., a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

AMENDED AND RESTATED OPERATING EXPENSES AGREEMENT
Operating Expenses Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds • Washington

This AMENDED AND RESTATED OPERATING EXPENSES AGREEMENT (“Agreement”) is effective as of the 1st day of August, 2014, by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (“Trust”), on behalf of each series of the Trust listed in Appendix A hereto, as may be amended from time to time (each, a “Fund”), and RAINIER INVESTMENT MANAGEMENT, LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Rainier”).

FIFTH AMENDMENT TO THE FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FIFTH AMENDMENT, dated as of May 16, 2014, to the Fund Administration Servicing Agreement dated as of April 1, 2006, as amended December 5, 2008, March 14, 2012, December 1, 2012 and March 7, 2014 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

SEVENTH AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS SEVENTH AMENDMENT, dated as of May 16, 2014, to the Transfer Agent Servicing Agreement, dated as of April 1, 2006, as amended December 5, 2008, March 4, 2010, September 19, 2011, March 14, 2012, December l, 2012 and March 7, 2014 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

ADDENDUM TO CUSTODY AGREEMENT
Custody Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

This January 30, 2014 supplement to the Custody Agreement (this “Addendum”) is made between U.S. Bank National Association (“U.S. Bank”) and Rainier Investment Management Mutual Funds on behalf of the Rainier International Discovery Fund series (the “International Fund”).

SIXTH AMENDMENT TO THE TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS SIXTH AMENDMENT, dated as of March 7, 2014, to the Transfer Agent Servicing Agreement, dated as of April 1, 2006, as amended December 5, 2008, March 4, 2010, September 19, 2011, March 14, 2012 and December 1, 2012 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

FOURTH AMENDMENT TO THE FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 29th, 2014 • Rainier Investment Management Mutual Funds

THIS FOURTH AMENDMENT, dated as of March 7, 2014, to the Fund Accounting Servicing Agreement, dated as of April 1, 2006, as amended December 5, 2008, March 14, 2012 and December 1, 2012 (the “Agreement”), is entered into by and between RAINIER INVESTMENT MANAGEMENT MUTUAL FUNDS, a Delaware statutory trust (the “Trust”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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