0001741773-20-000725 Sample Contracts

INVESTMENT MANAGEMENT AGREEMENT Between
Investment Management Agreement • April 29th, 2020 • T. Rowe Price Retirement Funds, Inc.

This INVESTMENT MANAGEMENT AGREEMENT, made as of the 24th day of October, 2016, by and between T. ROWE PRICE RETIREMENT FUNDS, INC. (the “Corporation”), a corporation organized and existing under the laws of the State of Maryland, and T. ROWE PRICE ASSOCIATES, INC. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland.

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AMENDMENT TO INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • April 29th, 2020 • T. Rowe Price Retirement Funds, Inc.

This Amendment (the “Amendment”) to the Investment Management Agreement is made as of the 5th day of February, 2020, by and between T. Rowe Price Retirement Funds, Inc. (the “Corporation”), a corporation organized and existing under the laws of the State of Maryland, on behalf of each Fund listed in Schedule A (each a “Fund” and collectively the “Funds”) and T. ROWE PRICE ASSOCIATES, INC. (the “Manager”), a corporation organized and existing under the laws of the State of Maryland.

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