EXPENSE LIMITATION AGREEMENT NEUBERGER BERMAN ETF TRUST NEUBERGER BERMAN CHINA EQUITY ETF NEUBERGER BERMAN GLOBAL REAL ESTATE ETF
Exhibit (h)(3)(ii)
XXXXXXXXX XXXXXX ETF TRUST
XXXXXXXXX XXXXXX CHINA EQUITY ETF
XXXXXXXXX XXXXXX GLOBAL REAL ESTATE ETF
0000 Xxxxxx xx xxx Xxxxxxxx
New York, New York 10104
December 15, 2023
Xxxxxxxxx Xxxxxx Investment Advisers LLC
0000 Xxxxxx xx xxx Xxxxxxxx
New York, New York 10104
Dear Ladies and Gentlemen:
Xxxxxxxxx Xxxxxx China Equity ETF and Xxxxxxxxx Xxxxxx Global Real Estate ETF (each, a “Fund”) are series of Xxxxxxxxx Xxxxxx ETF Trust, a Delaware statutory trust (“Trust”).
You hereby agree, from December 18, 2023 until each date noted on Schedule A (each, a “Limitation Period”), to waive fees and/or reimburse annual operating expenses (excluding interest, brokerage commissions, taxes including any expenses relating to tax reclaims, acquired fund fees and expenses, dividend and interest expenses relating to short sales, and extraordinary expenses, if any) (“Operating Expenses”) of each Fund noted on Schedule A so that the Operating Expenses of each Fund are limited to the respective rate per annum, as noted on Schedule A, of that Fund’s average daily net assets (each, an “Expense Limitation”). Commitment fees relating to borrowings are treated as interest for purposes of this section.
Each Fund agrees to repay you out of assets attributable to that Fund noted on Schedule A for any fees waived by you under an Expense Limitation or any Operating Expenses you reimburse in excess of an Expense Limitation, provided that the repayment does not cause that Fund’s Operating Expenses to exceed the expense limitation in place at the time the fees were waived and/or the expenses were reimbursed, or the expense limitation in place at the time the Fund repays you, whichever is lower. Any such repayment must be made within three years after the year in which you incurred the expense.
You understand that you shall look only to the assets attributable to the respective Fund for performance of this Agreement and for payment of any claim you may have hereunder, and neither any other series of the Trust, nor any of the Trust’s trustees, officers, employees, agents, or shareholders, whether past, present or future, shall be personally liable therefor.
This Agreement is made and
to be performed principally in the State of New York, and except insofar as the Investment Company Act of 1940, as amended, or other federal
laws and regulations may be controlling, this Agreement shall be governed by, and construed and enforced in accordance with, the internal
laws of the State of New York. Any amendment to this Agreement shall be in writing signed by the parties hereto and requires approval
of the Board of Trustees of the Trust, including a majority of the Trustees who are not “interested persons” of the Trust,
as that term is defined in the Investment Company Act of 1940. This Agreement supersedes any prior agreement with respect to the subject
matter hereof as of December 18, 2023.
If you are in agreement with the foregoing, please sign the form of acceptance on the enclosed counterpart hereof and return the same to us.
Very truly yours,
XXXXXXXXX XXXXXX ETF TRUST, on behalf of XXXXXXXXX XXXXXX CHINA EQUITY ETF XXXXXXXXX XXXXXX GLOBAL REAL ESTATE ETF |
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By: | /s/ Xxxxxx X. Xxxxx | |
Name: | Xxxxxx X. Xxxxx | |
Title: | Chief Executive Officer and President |
The foregoing Agreement is hereby accepted as of December 15, 2023.
XXXXXXXXX XXXXXX INVESTMENT ADVISERS LLC | ||
By: | /s/ Xxxxxx X. Xxxxx | |
Name: | Xxxxxx X. Xxxxx | |
Title: | President and Chief Investment Officer -- Equities |
SCHEDULE A
Fund | Limitation Period | Expense Limitation | ||
Xxxxxxxxx Xxxxxx China Equity ETF | 8/31/2027 | 0.74% | ||
Xxxxxxxxx Xxxxxx Global Real Estate ETF | 8/31/2027 | 0.74% |
Sch. A-1