0000894189-22-000424 Sample Contracts

FORM OF SECOND AMENDMENT TO THE FUND SERVICING AGREEMENT
Fund Servicing Agreement • January 25th, 2022 • Trust for Professional Managers

THIS SECOND AMENDMENT, dated as of the last date on the signature block, to the Fund Servicing Agreement dated as of September 9, 2020 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust (the “Trust”), and U.S. BANCORP FUND SERVICES, LLC d/b/a U.S. Bank Global Fund Services, a Wisconsin limited liability company (“Fund Services”).

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FORM OF SECOND AMENDMENT TO THE CUSTODY AGREEMENT
Custody Agreement • January 25th, 2022 • Trust for Professional Managers

THIS SECOND AMENDMENT, dated as of the last date on the signature block, to the Custody Agreement dated as of September 9, 2020 (the “Agreement”), is entered into by and between TRUST FOR PROFESSIONAL MANAGERS, a Delaware statutory trust (the “Trust”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

TRUST FOR PROFESSIONAL MANAGERS INVESTMENT ADVISORY AGREEMENT with CONVERGENCE INVESTMENT PARTNERS, LLC
Investment Advisory Agreement • January 25th, 2022 • Trust for Professional Managers • Delaware

THIS INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made as of the 20th day of October, 2021, 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 (each, individually, the “Fund”), and Convergence Investment Partners, LLC (hereinafter called the “Adviser”), a Delaware limited liability company.

Distribution Agreement
Distribution Agreement • January 25th, 2022 • Trust for Professional Managers

THIS DISTRIBUTION AGREEMENT (“Agreement”), effective as of the closing of the Transaction (as defined below) (the “Closing Date”), is by and between Quasar Distributors, LLC (the “Distributor”) and Convergence Investment Partners, LLC, (f/k/a Mariner Quantitative Solutions, LLC) (“Adviser”).

FORM OF FIRST AMENDMENT TO ETF DISTRIBUTION AGREEMENT
Etf Distribution Agreement • January 25th, 2022 • Trust for Professional Managers • Delaware

This First Amendment (“Amendment”) to the ETF Distribution Agreement (the “Agreement”) dated as of September 30, 2021, by and between Trust for Professional Managers (the “Trust”) and Foreside Fund Services, LLC (“Foreside”), is entered into as of January 24, 2022 (the “Effective Date”).

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