Expense Limitation Agreement
Exhibit 99.28(d)(ix)
This Expense Limitation Agreement (the “Agreement”) is made and entered into this 1st day of February, 2017 between Lord, Xxxxxx & Co. LLC (“Lord Xxxxxx”) and Lord Xxxxxx Municipal Income Fund, Inc. (the “Company”) with respect to Lord Xxxxxx Short Duration Tax Free Fund (“Short Duration Tax Free Fund”), Lord Xxxxxx AMT Free Municipal Bond Fund (“AMT Free Fund”), Lord Xxxxxx High Yield Municipal Bond Fund (“High Yield Municipal Bond Fund”), Lord Xxxxxx Short Duration High Yield Municipal Bond Fund (“Short Duration High Yield Municipal Bond Fund”), Lord Xxxxxx California Tax-Free Income Fund (“California Tax Free Fund”), and Lord Xxxxxx New Jersey Tax-Free Income Fund (“New Jersey Tax Free Fund”).
In consideration of good and valuable consideration, receipt of which is hereby acknowledged, it is agreed as follows:
| 1. | With respect to Short Duration Tax Free Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.45% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.43% for Class F3. |
| 2. | With respect to AMT Free Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.40% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.36% for Class F3. |
| 3. | With respect to High Yield Municipal Bond Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, |
excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.62% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.58% for Class F3.
| 4. | With respect to Short Duration High Yield Municipal Income Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.35% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.29% for Class F3. |
| 5. | With respect to California Tax Free Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.61% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.58% for Class F3. |
| 6. | With respect to New Jersey Tax Free Fund, Lord Xxxxxx agrees for the time period set forth in paragraph 8 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, to an annual rate of 0.62% for each class other than Class F3. For the same period, Lord Xxxxxx agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, to an annual rate of 0.58% for Class F3. |
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| 7. | To limit each Fund’s total net annual operating expenses as specified above, Lord Xxxxxx will waive the same amount of management and administrative services fees for each share class, but may reimburse different amounts of shareholder servicing expenses for each share class in its sole discretion. |
| 8. | This Agreement will be effective from February 1, 2017 through January 31, 2019. This Agreement may be terminated only by the Board of Directors of the Company upon written notice to Lord Xxxxxx. |
[Signatures follow on next page]
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IN WITNESS WHEREOF, Lord Xxxxxx and the Company have caused this Agreement to be executed by a duly authorized member and officer, respectively, to become effective as of the day and year first above written.
| Lord Xxxxxx Municipal Income Fund, Inc. |
| By: | /s/ Xxxxxx X. Xxxxxxxxx |
| Xxxxxx X. Xxxxxxxxx | |
| Vice President and Assistant Secretary |
| Lord, Xxxxxx & Co. llc |
| By: | /s/ Xxxxxxxx X. Xxxxxx |
| Xxxxxxxx X. Xxxxxx | |
| Member and General Counsel |
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