WAIVER AND REIMBURSEMENT AGREEMENT
Exhibit
(h)(5)
Agreement
(“Agreement”) dated as of the ___ day of _______, 2007 by and between The
Community Reinvestment Act Qualified Investment Fund, a Delaware business trust
and a registered investment company under the Investment Company Act of 1940,
as
amended (the “Trust”), and CRAFund Advisors, Inc., a Delaware corporation (the
“Adviser”).
BACKGROUND
The
Adviser serves as investment adviser to the Trust’s existing investment
portfolio (the “Fund”) pursuant to an Investment Management Agreement between
the Adviser and the Trust dated as of June 1, 1999. The Trust has recently
registered two additional classes of shares in the Fund, known as Institutional
Shares and Retail Shares.
The
parties to this Agreement wish to provide for an undertaking by the Adviser
to
limit investment advisory or other fees and/or reimburse expenses of the
Institutional Shares and Retail Shares of the Fund in order to improve the
performance of the Institutional Shares and Retail Shares of the Fund.
AGREEMENT
THEREFORE,
in consideration of the foregoing, the parties intending to be legally bound
hereby, agree as follows:
The
Adviser shall, from the date of this Agreement until May 31, 2008, waive all
or
a portion of its investment advisory fees and/or reimburse expenses in amounts
necessary so that after such waivers and/or reimbursements, the maximum total
operating expense ratio of each of the Institutional Shares and Retail Shares
of
the Fund shall not exceed 1.00%. Thereafter, if not terminated, this Agreement
will renew automatically each year ending May 31. Notwithstanding the foregoing,
this Agreement may be terminated at the end of the initial period or any
subsequent one-year period by the Trust or by the Adviser on sixty days’ written
notice.
The
Adviser acknowledges and agrees that it shall not be entitled to collect on
or
make a claim for waived fees or reimbursed expenses at any time in the future.
This
Agreement shall be governed by and construed under the laws of the State of
Delaware, without regard to its conflict of law provisions. This Agreement
may
be executed in one or more counterparts and all such counterparts will
constitute one and the same instrument.
IN
WITNESS WHEREOF, the parties hereto have caused this instrument to be executed
by their officers designated below as of the day and year first above
written.
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THE
COMMUNITY REINVESTMENT ACT
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CRAFUND
ADVISORS, INC.
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QUALIFIED
INVESTMENT FUND
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By:
_____________________________________
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By:
_____________________________________
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Name Xxxxx
X. Xxxxxx
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Name Xxxxx
X. Xxxxxx
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Title:
President
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Title:
President
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