0001999371-24-009061 Sample Contracts

PEAR TREE FUNDS THIRD AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST (As amended through February 15, 2024)
Agreement and Declaration of Trust • July 25th, 2024 • Pear Tree Funds • Massachusetts

THIRD AMENDED AND RESTATED AGREEMENT AND DECLARATION Of TRUST made at Lincoln, Massachusetts; this __th day of February 2024, amending and restating the SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST dated May 11, 2011 (the “Second Amended Declaration of Trust”), by the Trustees hereunder and by the holders of shares of beneficial interest issued hereunder as hereinafter provided.

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PEAR TREE POLARIS FOREIGN VALUE FUND PEAR TREE POLARIS FOREIGN VALUE SMALL CAP FUND pear tree polaris international opportunities fund MANAGEMENT FEE/Sub- Advisory Fee WAIVER Agreement
Management Fee/Sub-Advisory Fee Waiver Agreement • July 25th, 2024 • Pear Tree Funds

Pear Tree Advisors, Inc. (the “Manager”) serves as the investment manager to each of Pear Tree Polaris Foreign Value Fund (“Foreign Value Fund”), Pear Tree Polaris Foreign Value Small Cap Fund (“Foreign Value Small Cap Fund,” and Pear Tree Polaris International Opportunities Fund (“International Opportunities Fund”, and together with Foreign Value Fund and Foreign Value Small Cap Fund, the “Funds”), series of Pear Tree Funds (the “Trust”), pursuant to the Amended and Restated Management Contract dated May 1, 2008, as amended (the “Management Contract”), between the Manager and the Trust. Polaris Capital Management, LLC (“Polaris”) serves as the investment sub-adviser to Foreign Value Fund pursuant to an Advisory Contract dated October 5, 1999 (the “FV Advisory Contract”), to Foreign Value Small Cap Fund pursuant to an Advisory Contract dated May 1, 2008 (the “FVSC Advisory Contract”), and to International Opportunities Fund pursuant to a Sub-Advisory Contract dated November 15, 2019 (t

PEAR TREE FUNDS EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • July 25th, 2024 • Pear Tree Funds

Pear Tree Advisors, Inc. (the “Manager”) serves as the investment manager to those separate series of Pear Tree Funds (the “Trust”), pursuant to the Amended and Restated Management Contract dated May 1, 2008, as amended (the “Management Contract”), between the Manager and the Trust.

PEAR TREE FUNDS TRANSFER AGENT FEE WAIVER AGREEMENT
Transfer Agent Fee Waiver Agreement • July 25th, 2024 • Pear Tree Funds

This Transfer Agent Fee Waiver Agreement only may be rescinded, amended or modified, and the Waiver Period terminated, in whole or in part, without further obligation by the Transfer Agent at such time and on such terms as may be determined by the Trustees, including a majority of those Trustees who are not “interested persons” of the Trust, as such term is defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended. This Amended and Restated Transfer Agent Fee Waiver Agreement replaces in all respects the Transfer Agent Fee Waiver Agreement currently in effect as of the date hereof.

PEAR TREE ESSEX ENVIRONMENTAL OPPORTUNITIES FUND EXPENSE REIMBURSEMENT AGREEMENT (for the period year ending July 31, 2025)
Expense Reimbursement Agreement • July 25th, 2024 • Pear Tree Funds

Pear Tree Advisors, Inc. (the “Manager”) serves as the investment manager to Pear Tree Essex Environmental Opportunities Fund (the “Fund”), a series of Pear Tree Funds (the “Trust”), pursuant to the Amended and Restated Management Contract dated May 1, 2008, as amended (the “Management Contract”), between the Manager and the Trust. Essex Investment Management, LLC (“Essex”) serves as the investment sub-adviser to the Pear Tree Essex Environmental Opportunities Fund.

PEAR TREE POLARIS INTERNATIONAL Opportunities FUND expense reimbursement Agreement
Expense Reimbursement Agreement • July 25th, 2024 • Pear Tree Funds

Pear Tree Advisors, Inc. (the “Manager”) serves as the investment manager to Pear Tree Polaris International Opportunities Fund (the “Fund”), a series of Pear Tree Funds (the “Trust”), pursuant to the Amended and Restated Management Contract dated May 1, 2008, as amended, between the Manager and the Trust.

PEAR TREE QUALITY FUND MANAGEMENT FEE WAIVER AGREEMENT (for the period ending July 31, 2025)
Management Fee Waiver Agreement • July 25th, 2024 • Pear Tree Funds

This Management Fee Waiver Agreement only may be rescinded, amended or modified at such time and on such terms as may be determined by the Trustees, including a majority of those Trustees who are not “interested persons” of the Trust, as such term is defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended. This Management Fee Waiver Agreement replaces in all respects the prior Management Fee Waiver Agreement currently in effect as of the date hereof.

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