0000894189-18-000105 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • January 8th, 2018 • Trust for Professional Managers • Wisconsin

THIS AGREEMENT is made and entered into as of the 8th day of January, 2018 by and between the TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust (the “Trust”) on behalf of its series, and QUASAR DISTRIBUTORS, LLC, a Delaware limited liability company (the “Distributor”). CROSSINGBRIDGE ADVISORS, LLC, 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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TRUST FOR PROFESSIONAL MANAGERS INVESTMENT ADVISORY AGREEMENT with CROSSINGBRIDGE ADVISORS, LLC
Investment Advisory Agreement • January 8th, 2018 • Trust for Professional Managers • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of the 3rd day of November, 2017, by and between Trust for Professional Managers, a Delaware statutory trust (hereinafter called the “Trust”), on behalf of the series of the Trust as indicated on Schedule A attached hereto, as may be amended from time to time (the “Fund”), and CrossingBridge Advisors, LLC (hereinafter called the “Adviser”), a Delaware limited liability company.

CUSTODY AGREEMENT
Custody Agreement • January 8th, 2018 • Trust for Professional Managers • Minnesota

THIS AGREEMENT is made and entered into as of this 8th day of January, 2018, by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust (the “Trust” (the “Trust”) on behalf of its series named in Exhibit B hereto, (each a “Fund”, and collectively the “Funds”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • January 8th, 2018 • Trust for Professional Managers • Wisconsin

THIS AGREEMENT is made and entered into as of the 8th day of January, 2018, by and between the TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust, (the “Trust”), on behalf of its series named in Exhibit A hereto, (each a “Fund”, and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

TRUST FOR PROFESSIONAL MANAGERS OPERATING EXPENSE LIMITATION AGREEMENT with CROSSINGBRIDGE ADVISORS, LLC
Operating Expense Limitation Agreement • January 8th, 2018 • Trust for Professional Managers • Delaware

THIS OPERATING EXPENSE LIMITATION AGREEMENT (the “Agreement”) is made as of the 3rd day of November, 2017, by and between Trust for Professional Managers (the “Trust”), a Delaware statutory trust, on behalf of the series of the Trust listed in Schedule A hereto, as may be amended from time to time (the “Fund”), and the investment adviser to the Fund, CrossingBridge Advisors, LLC (the “Adviser”), a Delaware limited liability company.

FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • January 8th, 2018 • Trust for Professional Managers • Wisconsin

THIS AGREEMENT is made and entered into as of this 8th day of January, 2018, by and between the TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust (the “Trust”), on behalf of its series named in Exhibit A hereto (each a “Fund “ and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • January 8th, 2018 • Trust for Professional Managers • Wisconsin

THIS AGREEMENT is made and entered into as of the 8th day of January, 2018, by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust, (the “Trust”) on behalf of its series named in Exhibit A hereto, (each a “Fund”, and collectively the “Funds”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

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