EXPENSE LIMITATION AGREEMENT
Exhibit
28(d)(13)
EXPENSE LIMITATION AGREEMENT made as of the 1st day of August 2011 by and between RidgeWorth Funds
(the “Trust”), a Massachusetts business trust, RidgeWorth Capital Management, Inc. (the “Adviser”)
and each investment subadviser listed on Schedule B (“Sub-Adviser”) with respect to the series of
the Trust (the “Funds”) set forth on Schedule B.
The Adviser and each Sub-Adviser hereby agree to waive their fees and reimburse expenses to the
extent necessary to limit total operating expenses, based on a percentage of the average daily net
assets of each Fund, (excluding interest, taxes, brokerage commissions, substitute dividend
expenses on securities sold short, extraordinary expenses, estimated indirect expenses attributable
to investments in other investment companies and other expenses not incurred in the ordinary course
of business) for Funds set forth on Schedule A to the levels set forth on Schedule A until August
1, 2012.
For the Emerging Growth Stock Fund, Short-Term U.S. Treasury Securities Fund, High Grade Municipal
Bond Fund, and Maryland Municipal Bond Fund, the total advisory fees waived shall be borne 60% by
the Adviser and 40% by each Sub-Adviser.
For the Limited-Term Federal Mortgage Securities Fund, the total advisory fees waived shall be
borne 40% by the Adviser and 60% by each Sub-Adviser.
If at any point before August 1, 2014, it becomes unnecessary for the Adviser or Sub-Adviser to
waive fees and make reimbursements for a particular Fund, the Adviser and the Sub-Adviser may
retain the difference between the Total Annual Fund Operating Expenses of that Fund and the
applicable expense cap set forth on Schedule A to recapture any of its prior waivers or
reimbursements.
The Trust acknowledges that the Adviser may engage in brokerage transactions using Fund assets with
brokers who agree to pay a portion of the Fund’s expenses, and that the Adviser’s guarantee of Fund
expense ratios takes into account these expenses-limiting arrangements.
This Agreement shall terminate, without payment of any penalty, upon: (1) termination of the
Investment Advisory Agreement with the Adviser or (2) written notice to the Adviser by the Trust.
IN WITNESS WHEREOF, the parties hereto have caused this Expense Limitation Agreement to be executed
as of the day and year first written above.
| RIDGEWORTH FUNDS | RIDGEWORTH CAPITAL MANAGEMENT, INC. | |||||||
By:
|
/s/ Xxxxx Xxxxx
|
By: | /s/ Xxxx Xxxxxxxx
|
|||||
Name:
|
Xxxxx Xxxxx | Name: | Xxxx Xxxxxxxx | |||||
Title:
|
President | Title: | Managing Director and CFO | |||||
XXXXXXXXXXX CAPITAL INVESTMENTS LLC (with respect to the Emerging Growth Stock Fund)
By: Name: |
/s/ Xxxxxx Xxxxx
|
|||
Title:
|
Managing Partner |
SEIX INVESTMENT ADVISORS LLC (with respect to the Limited-Term Federal Mortgage Securities Fund)
By: Name: |
/s/ Xxx Xxxxxx
|
|||
Title:
|
CIO and CEO |
STABLERIVER CAPITAL MANAGEMENT LLC (with respect to the Short-Term U.S. Treasury Securities Fund,
the High Grade Municipal Bond Fund and the Maryland Municipal Bond Fund)
By: Name: |
/s/ Xxxxx Xxxxxx
|
|||
Title:
|
President and COO |
EXPENSE LIMITATION AGREEMENT
SCHEDULE A
SCHEDULE A
| SHARE | EXPENSE | |||||||
| FUND | CLASS | LIMITATION | ||||||
Emerging Growth Stock Fund |
I | 1.24 | % | |||||
| A | 1.54 | % | ||||||
Aggressive Growth Allocation Strategy |
I | 0.20 | % | |||||
| A | 0.50 | % | ||||||
| C | 1.20 | % | ||||||
Conservative Allocation Strategy |
I | 0.20 | % | |||||
| A | 0.50 | % | ||||||
| C | 1.20 | % | ||||||
Growth Allocation Strategy |
I | 0.20 | % | |||||
| A | 0.50 | % | ||||||
| C | 1.20 | % | ||||||
Moderate Allocation Strategy |
I | 0.20 | % | |||||
| A | 0.50 | % | ||||||
| C | 1.20 | % | ||||||
Short-Term U.S. Treasury Securities Fund |
I | 0.55 | % | |||||
| A | 0.73 | % | ||||||
| C | 1.55 | % | ||||||
High Grade Municipal Bond Fund |
I | 0.65 | % | |||||
| A | 0.80 | % | ||||||
Maryland Municipal Bond Fund |
I | 0.65 | % | |||||
| A | 0.80 | % | ||||||
Limited-Term Federal Mortgage Securities Fund |
I | 0.66 | % | |||||
| A | 0.86 | % | ||||||
| C | 1.66 | % | ||||||
SCHEDULE B
| FUND NAME | ADVISER | |
Aggressive Growth Allocation Strategy
|
RidgeWorth Capital Management, Inc. | |
Conservative Allocation Strategy
|
RidgeWorth Capital Management, Inc. | |
Growth Allocation Strategy
|
RidgeWorth Capital Management, Inc. | |
Moderate Allocation Strategy
|
RidgeWorth Capital Management, Inc. |
| FUND NAME | SUB-ADVISER | |
Emerging Growth Stock Fund
|
Xxxxxxxxxxx Capital Investments LLC | |
Limited-Term Federal Mortgage Securities Fund
|
Seix Investment Advisors LLC | |
Short-Term U.S. Treasury Securities Fund
|
StableRiver Capital Management LLC | |
High Grade Municipal Bond Fund
|
StableRiver Capital Management LLC | |
Maryland Municipal Bond Fund
|
StableRiver Capital Management LLC |
