EXPENSE LIMITATION AGREEMENT
Exhibit 99.28(h)(4)
THIS AGREEMENT, dated as of April 30, 2017, is made and entered into by and between Asset Management Fund, a Delaware statutory trust (the “Trust”), on behalf of the investment series set forth on Schedule A attached hereto (each a “Fund”, and collectively, the “Funds”); and Advanced Asset Management Advisors, Inc., an investment adviser incorporated in Ohio (the “Adviser”).
WHEREAS, the Adviser has been appointed the investment adviser of the Funds pursuant to an Investment Advisory Agreement between the Trust and the Adviser dated as of April 30, 2017 (the “Advisory Agreement”); and
WHEREAS, the Trust and the Adviser (collectively, the “Parties”) each desire to enter into the arrangements described herein relating to certain expenses of the Funds;
NOW, THEREFORE, the Parties hereby agree as follows:
1. The Adviser agrees, subject to Section 2 hereof, to reduce the fees payable under the Advisory Agreement (but not below zero) and/or reimburse other expenses of the Funds (including, but not limited to, organizational and offering costs), to the extent necessary to limit the total annual operating expenses of each Fund (exclusive of brokerage costs, interest, taxes, dividend expense on short positions, litigation and indemnification expenses, expenses associated with the investments in underlying investment companies and extraordinary expenses (as determined under generally accepted principles) (“Non-Waivable Expenses”)), to the amount of the “Maximum Operating Expense Limit” applicable to each Fund as set forth on the attached Schedule A. Schedule A may be amended to add or delete a Fund or class thereof, or to increase or decrease the Maximum Operating Expense Limit applicable to a Fund or a class thereof, as provided in this Agreement.
2. The Trust, on behalf of the Funds, agrees to repay to Adviser (i) the amount of fees (including any amounts foregone through limitation or reimbursement pursuant to Section 1 hereof) that, but for Section 1 hereof, would have been payable by the Trust, on behalf of a Fund, to Adviser pursuant to the Advisory Agreement and (ii) the amount of expenses reimbursed by Adviser in accordance with Section 1 (the “Deferred Fees”), subject to the limitations provided in this Section 2. Such repayment shall be made monthly, but only if the operating expenses of the relevant Fund (exclusive of Non-Waivable Expenses attributable thereto), without regard to such repayment, are at an annual rate equal to or less than the Maximum Operating Expense Limit for such Fund, as set forth on Schedule A. Furthermore, the amount of Deferred Fees paid by the Trust, on behalf of a Fund, in any month shall be limited so that the sum of (a) the amount of such payment and (b) the other operating expenses of such Fund (exclusive of Non-Waivable Expenses attributable thereto) do not exceed the Maximum Operating Expense Limit for such Fund.
3. Deferred Fees are subject to repayment by the Trust, on behalf of a Fund, within the three fiscal years following the fiscal year in which the expenses were incurred if the Trust, on behalf of such Fund, is able to make the repayment without exceeding such Fund’s Maximum Operating Expense Limit in effect at the time repayment is sought or the Maximum Operating Expense Limit in effect at the time of the initial waiver and/or reimbursement, whichever is lower. In no event will the Trust, on behalf of a Fund, be obligated to pay any fees waived or deferred with respect to any other Fund of the Trust.
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4. This Agreement shall continue in effect through February 28, 2019 and shall automatically renew annually from year to year thereafter on the effective date of each subsequent annual update to the Fund’s registration statement, until such time as the Adviser provides sixty (60) days’ prior written notice of non-renewal to the Trust. Such annual renewal will have the effect of extending this Agreement for an additional one-year term. Any notice of non-renewal of this Agreement by the Adviser shall be prospective only, and shall not affect a Party’s existing obligations under this Agreement. The Trust, on behalf of the Funds, may terminate this Agreement at any time. This Agreement shall terminate immediately upon the termination of the Advisory Agreement.
5. No amendment or modification to this Agreement, or any Schedule thereto, shall be valid unless made in writing and executed by the Trust and the Adviser.
6. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original.
7. Notice is hereby given that this Agreement is executed by the Trust on behalf of the Funds by an officer of the Trust as an officer and not individually and that the obligations of or arising out of this Agreement are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property belonging to the Funds.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
ASSET MANAGEMENT FUND | ADVANCED ASSET MANAGEMENT ADVISORS, INC. | ||||
By: | /s/ Xxxx X. Xxxxxxx | By: | /s/ Xxxxxx X. Xxxxx | ||
Name: | Xxxx X. Xxxxxxx | Name: | Xxxxxx X. Xxxxx | ||
Title: | President | Title: | President | ||
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Dated
as of:
April 30, 2017
SCHEDULE A
to the
OPERATING EXPENSE LIMITS
Fund Name | Maximum Operating Expense Limit1 | |
AAMA Equity Fund | 0.90% | |
AAMA Income Fund | 0.63% |
ASSET MANAGEMENT FUND | ADVANCED ASSET MANAGEMENT ADVISORS, INC. | ||||
By: | /s/ Xxxx X. Xxxxxxx | By: | /s/ Xxxxxx X. Xxxxx | ||
Name: | Xxxx X. Xxxxxxx | Name: | Xxxxxx X. Xxxxx | ||
Title: | President | Title: | President | ||
1Expressed as a percentage of a Fund’s average daily net assets.
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