EXHIBIT (h)(55)
October 13, 1999
Xxxxxx X. Xxxxx
President
The RBB Fund, Inc.
Bellevue Park Corporate Center
000 Xxxxxxxx Xxxxxxx, Xxxxx 000
Xxxxxxxxxx, XX 00000
Re: n/i numeric investors family of funds of The RBB Fund, Inc.
Dear Xx. Xxxxx:
By our execution of this letter agreement (the "Agreement"), intending
to be legally bound hereby, Numeric Investors L.P. (the "Adviser") agrees that
in order to improve the performance of the n/i numeric investors family of funds
which is comprised of the Micro Cap, Growth, Growth & Value, Larger Cap Value
and Small Cap Value Funds (each a "Fund" and collectively, the "Numeric Funds")
of The RBB Fund, Inc., the Adviser shall, from January 1, 2001 through December
31, 2001, waive all or a portion of its investment advisory fees and/or
reimburse expenses (other than brokerage commissions, extraordinary items,
interest and taxes) in an aggregate amount equal to the amount by which a Fund's
total operating expenses (other than investment advisory fees, brokerage
commissions, extraordinary items, interest and taxes) exceeds a total operating
expense ratio (other than investment advisory fees, brokerage commissions,
extraordinary items, interest and taxes) of 0.50% of such Fund's average daily
net assets.
The Adviser acknowledges that (1) it shall not be entitled to collect
on or make a claim for waived fees at any time in the future, and (2) it shall
not be entitled to collect on or make a claim for reimbursed Fund expenses at
any time in the future. Notwithstanding anything herein to the contrary, the
Adviser shall have no obligation to waive advisory fees and/or reimburse
expenses with respect to a Fund hereunder unless and until the particular Fund's
shareholders approve an amendment (as described in The RBB Fund, Inc.'s Proxy
Statement dated October 13, 1999) to that Fund's Investment Advisory Agreement,
by and between The RBB Fund, Inc. and the Adviser, pursuant to which the Adviser
would be compensated on a performance fee basis.
NUMERIC INVESTORS L.P.
By: /s/ Xxx Xxxxx
-------------------------------
Xxx Xxxxx
Title: CFO
Your signature below acknowledges
acceptance of this Agreement:
By: /s/ Xxxxxx X. Xxxxx
--------------------
Xxxxxx X. Xxxxx
President and Treasurer
The RBB Fund, Inc.
