AMENDMENT TO THE

MANAGED PORTFOLIO SERIES

FUND ACCOUNTING SERVICING AGREEMENT

THIS AMENDMENT dated as of the 26th day of November, 2019, to the Fund Accounting Servicing Agreement, dated as of April 6, 2011, as amended (the "Agreement"), is entered into by and between Managed Portfolio Series, a Delaware statutory trust (the "Trust") and U.S. Bancorp Fund Services, LLC, a Wisconsin limited liability company ("USBFS").

RECITALS

WHEREAS, the parties have entered into the Agreement; and

WHEREAS, the parties desire to amend the Agreement to add a fund; and

WHEREAS, Section 13 of the Agreement allows for its amendment by a written instrument executed by both parties.

NOW, THEREFORE, the parties agree to amend the Agreement as follows:

Exhibit M is hereby replaced and superseded with Exhibit M attached hereto.

Except to the extent amended hereby, the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by a duly authorized officer on one or more counterparts as of the date and year first written above.

MANAGED PORTFOLIO SERIES	U.S. BANCORP FUND SERVICES, LLC
By:	By:
Printed Name: Brian Wiedmeyer	Printed Name: Jeanine M. Bajczyk
Title: President	Title: Senior Vice President

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Exhibit M to the Managed Portfolio Series Fund Accounting Agreement

Name of Series

Coho Relative Value Equity Fund

Coho Relative Value ESG Fund

Fund Administration, Fund Accounting & Portfolio Compliance Services Fee Schedule at December, 2019

Annual Fee Based Upon Average Net Assets per Fund Complex*

[…] basis points on the first $[…] million

[…] basis points on the next $[…] million

[…] basis points on the balance

Minimum annual fund complex fee: $[…] k (up to 3 funds and 6 share classes)

Services Included in Annual Fee Per Fund

▪ Advisor Information Source – On-line access to portfolio management and compliance information.

§ Daily Performance Reporting – Daily pre and post-tax fund and/or sub-advisor performance reporting.

§ U.S. Bank Legal Administration (e.g., registration statement update)

§ CoreTax Services – See Additional Services Fee Schedule

All schedules subject to change depending upon use of unique security types requiring special pricing or accounting arrangements.

Data Services

Pricing Services

§ $[…] – Domestic Equities, Options, ADRs, Foreign Equities, Futures, Forwards, Currency Rates, Mutual Funds, ETFs, Total Return Swaps

§ $[…] – Domestic Corporates, Domestic Convertibles, Domestic Governments, Domestic Agencies, Mortgage Backed, Municipal Bonds

§ $[…] – CMOs, Money Market Instruments, Foreign Corporates, Foreign Convertibles, Foreign Governments, Foreign Agencies, Asset Backed, High Yield

§ $[…] – Interest Rate Swaps, Foreign Currency Swaps

§ $[…] – Bank Loans

§ $[…] – Swaptions, Intraday money market funds pricing, up to 3 times per day

§ $[…] – Credit Default Swaps

§ $[…] per Month Manual Security Pricing (>25per day)

NOTE: Prices above are based on using U.S. Bank primary pricing service which may vary by security type and are subject to change. Use of alternative and/or additional sources may result in additional fees. Pricing vendors may designate certain securities as hard to value or as a non-standard security type, such as CLOs and CDOs, which may result in additional fees.

Corporate Action and Factor Services (security paydown)

§ $[…] per Foreign Equity Security per Month

§ $[…] per Domestic Equity Security per Month

§ $[…] per CMOs, Asset Backed, Mortgage Backed Security per Month

Third Party Administrative Data Charges (descriptive data for each security)

§ $[…] per security per month for fund administrative data

SEC Modernization Requirements

§ Form N-PORT – $[…] per year, per Fund

§ Form N-CEN – $[…] per year, per Fund

Miscellaneous Expenses

All other miscellaneous fees and expenses, including but not limited to the following, will be separately billed as incurred:

Fair Value Services, SWIFT processing, customized reporting, third-party data provider costs (including Bloomberg, S&P, Moody’s, Morningstar GICS, MSCI, Lipper, etc.), postage, stationery, programming, special reports, proxies, insurance, EDGAR/XBRL filing, retention of records, federal and state regulatory filing fees, third party auditing and legal expenses, tax e-filing, PFIC monitoring, conversion expenses (if necessary) and travel related costs.

Additional Services

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Additional services not included above shall be mutually agreed upon at the time of the service being added. Additional legal administration (e.g., subsequent new fund launch), daily compliance testing, Section 18 compliance testing, Section 15(c) reporting, equity & fixed income attribution reporting, and additional services mutually agreed upon.

In addition to the fees described above, additional fees may be charged to the extent that changes to applicable laws, rules or regulations require additional work or expenses related to services provided (e.g., compliance with new liquidity risk management and reporting requirements).

* Subject to annual CPI increase – All Urban Consumers – U.S. City Average. Fees are calculated pro rata and billed monthly

Advisor’s Signature is not needed, because the fee schedules is not changing

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