0001193125-19-231008 Sample Contracts

AMENDED AND RESTATED MANAGEMENT FEE WAIVER AGREEMENT PIMCO Flexible Municipal Income Fund New York, New York 10019 June 28, 2019
Management Fee Waiver Agreement • August 28th, 2019 • PIMCO Flexible Municipal Income Fund

This letter (the “Agreement”) amends and restates the Management Fee Waiver Agreement between PIMCO Flexible Municipal Income Fund (the “Fund”) and Pacific Investment Management Company LLC (“PIMCO”) dated March 15, 2019. This Agreement will confirm the agreement between the Fund and PIMCO as follows:

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FORM OF ADDENDUM TO SALES AGREEMENT
Sales Agreement • August 28th, 2019 • PIMCO Flexible Municipal Income Fund

This Addendum to the Sales Agreement is entered into between PIMCO Investments LLC (“Distributor”), a Delaware limited liability company, and (“Intermediary”) as of the day of , 201[ ].

AMENDED AND RESTATED BYLAWS of PIMCO FLEXIBLE MUNICIPAL INCOME FUND (Amended and Restated as of June 17, 2019) ARTICLE 1 AGREEMENT AND DECLARATION OF TRUST AND PRINCIPAL OFFICE
PIMCO Flexible Municipal Income Fund • August 28th, 2019

FIRST: The Fund is authorized under Article III of the Fund’s Agreement and Declaration of Trust, as amended (which, as hereafter restated or amended from time to time, is herein called the “Declaration”), to issue an unlimited number of Preferred Shares (as defined below), par value $0.00001 per share.

FORM OF AMENDMENT TO THE FORM OF ADDENDUM TO SALES AGREEMENT
Sales Agreement • August 28th, 2019 • PIMCO Flexible Municipal Income Fund

This Amendment to the Addendum to the Sales Agreement (the “Amendment”) is entered into between PIMCO Investments LLC (“Distributor”), a Delaware limited liability company, and [__________] (“Intermediary”) as of the [___] day of [_______], 201[ ].

AMENDMENT NO. 3 TO AMENDED AND RESTATED DISTRIBUTION CONTRACT
Distribution Contract • August 28th, 2019 • PIMCO Flexible Municipal Income Fund

AMENDMENT dated June 18, 2019 to the Amended and Restated Distribution Contract (the “Contract”) entered into on March 21, 2018, as amended June 14, 2018 and September 25, 2018, by and between PIMCO Flexible Credit Income Fund (“PFLEX”), PIMCO Flexible Municipal Income Fund (“PMFLX,” and, together with PFLEX, the “Funds”) and PIMCO Investments LLC (the “Distributor”). Capitalized terms used in this Amendment without definition shall have the respective meanings given to such terms in the Contract and Amendment described herein.

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