0000894189-15-003623 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • July 30th, 2015 • Professionally Managed Portfolios • Wisconsin

THIS AGREEMENT is made and entered into as of the 13th day of July 2015, by and between PROFESSIONALLY MANAGED PORTFOLIOS a Massachusetts business trust (the “Trust”) on behalf of its series, the TRILLIUM FUNDS listed on Exhibit A attached hereto (as amended from time to time) and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”). TRILLIUM ASSET MANAGEMENT, LLC, a Delaware limited liability company and the investment advisor to the Trust (the “Advisor”), is a party hereto with respect to Sections 3 F. and 6 only.

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PROFESSIONALLY MANAGED PORTFOLIOS INVESTMENT ADVISORY AGREEMENT With Trillium Asset Management, LLC
Investment Advisory Agreement • July 30th, 2015 • Professionally Managed Portfolios • Delaware

THIS INVESTMENT ADVISORY AGREEMENT is made as of the 29th day of July, 2015, by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of the series listed on Schedule A, which may be amended from time to time (each a “Fund” collectively, the “Funds”), and Trillium Asset Management, LLC (the “Adviser”).

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 30th, 2015 • Professionally Managed Portfolios

THIS AMENDMENT dated as of the 13th day of July, 2015, to the Fund Administration Servicing Agreement, dated as of June 22, 2006, as amended, (the “Agreement”), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”) on behalf of its separate series, the Trillium Funds, listed on Exhibit EE attached hereto (as amended from time to time) and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

PROFESSIONALLY MANAGED PORTFOLIOS TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 30th, 2015 • Professionally Managed Portfolios

THIS AMENDMENT dated as of 13th day of July, 2015, to the Transfer Agent Servicing Agreement, dated as of June 22, 2006, as amended (the “Agreement”), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of its separate series, the Trillium Funds, listed on Exhibit GG attached hereto (as amended from time to time) and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 30th, 2015 • Professionally Managed Portfolios

THIS AMENDMENT, dated as of the 13th day of July 2015, to the Fund Accounting Servicing Agreement, dated as of June 22, 2006, as amended (the “Agreement”), is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of its separate series, the Trillium Funds, listed on Exhibit FF attached hereto (as amended from time to time), and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company (“USBFS”).

PROFESSIONALLY MANAGED PORTFOLIOS OPERATING EXPENSES LIMITATION AGREEMENT
Operating Expenses Limitation Agreement • July 30th, 2015 • Professionally Managed Portfolios • Delaware

THIS OPERATING EXPENSES LIMITATION AGREEMENT (the “Agreement”) is effective as of the 29th day of July, 2015, by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of the series of the Trust listed on Schedule A, which may be amended from time to time (each, a “Fund” collectively, the “Funds”), and the Adviser of the Funds, Trillium Asset Management, LLC (the “Adviser”).

AMENDMENT TO THE PROFESSIONALLY MANAGED PORTFOLIOS AMENDED AND RESTATED CUSTODY AGREEMENT
Custody Agreement • July 30th, 2015 • Professionally Managed Portfolios

THIS AMENDMENT, dated as of the 13th day of July, 2015, to the Custody Agreement, dated as of June 22, 2006, amended and restated May 15, 2013 (the “Agreement”) is entered into by and between Professionally Managed Portfolios, a Massachusetts business trust (the “Trust”), on behalf of its separate series, the Trillium Funds, listed on Exhibit Y attached hereto (as amended from time to time), and U.S. Bank National Association, a national banking association (the “Custodian”).

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