September 13, 2018 Salvatore Faia President The RBB Fund, Inc.
September 13, 2018
Xxxxxxxxx Xxxx
President
The RBB Fund, Inc.
000 X. Xxxxxxxx Xxxxxx
Milwaukee, WI 53202
Re: The RBB Fund. Inc. – Boston Partners Investment Funds (the “Funds”)
Dear Xx. Xxxx:
By our execution of this letter agreement (the “Agreement”), intending to be legally bound hereby, and effective as of the date noted above, Boston Partners Global Investors, Inc. (the “Adviser”) agrees that in order to maintain the established expense ratios of the Boston Partners Investment Funds (each a “Fund” and collectively the “Funds”) of The RBB Fund, Inc. (the “Company”), the Adviser shall, until further notice, but in no event terminating before February 29, 2020 waive all or a portion of its investment advisory fees and/or reimburse expenses (other than short sale dividend expenses, brokerage commissions, extraordinary items, interest, taxes and any other items as agreed upon by both parties from time to time) in an aggregate amount equal to the amount by which a Fund’s total annual fund operating expenses (other than short sale dividend expenses, brokerage commissions, extraordinary items, interest, taxes and any other items as agreed upon by both parties from time to time) exceeds a total annual fund operating expense ratio (other than short sale dividend expenses, brokerage commissions, extraordinary items, interest, taxes and any other items as agreed upon by both parties from time to time) of:
● | 1.10% and 1.35% of the average daily net assets of the Institutional Class and Investor Class, respectively, of the Boston Partners Small Cap Value Fund II. |
● | 2.50% and 2.75% of the average daily net assets of the Institutional Class and Investor Class, respectively, of the Boston Partners Long/Short Equity Fund. |
● | 1.50% and 1.75% of the average daily net assets of the Institutional Class and Investor Class, respectively, of the Boston Partners Long/Short Research Fund. |
● | 0.80% and 1.05% of the average daily net assets of the Institutional Class and Investor Class, respectively, of the Boston Partners All-Cap Value Fund. |
● | 1.10% of the average daily net assets of the Institutional Class of the WPG Partners Small/Micro Cap Value Fund. |
● | 0.95% and 1.20% of the average daily net assets attributable to the Institutional Class shares and Investor Class shares, respectively, of the Boston Partners Global Equity Fund. |
● | 2.00% and 2.25% of the average daily net assets attributable to the Institutional Class shares and Investor Class shares, respectively, of the Boston Partners Global Long/Short Fund. |
● | 2.00% of the average daily net assets of the Institutional Class of the Boston Partners Emerging Markets Long/Short Fund. |
● | 1.10% of the average daily net assets of the Institutional Class of the Boston Partners Emerging Markets Fund. |
The Adviser acknowledges that (1) it shall not be entitled to collect on or make a claim for waived fees at any time in the future, and (2) it shall not be entitled to collect on or make a claim for reimbursed Fund expenses at any time in the future with respect to the Boston Partners Long/Short Equity Fund or the Boston Partners All-Cap Value Fund.
With respect to the Boston Partners Small Cap Value Fund II, Boston Partners Long/Short Research Fund, WPG Partners Small/Micro Cap Value Fund, Boston Partners Global Equity Fund, Boston Partners Global Long/Short Fund, Boston Partners Emerging Markets Long/Short Fund or Boston Partners Emerging Markets Fund: if at any time the total annual fund operating expenses of a Fund are less than the applicable expense limitation, the Adviser shall be entitled to reimbursement by such Fund, in whole or in part as provided below, of the investment advisory fees waived or reduced and other payments remitted by the Adviser to such Fund pursuant to this Agreement within three years from the date on which such waiver or reimbursement was made by the Adviser if such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement. The total amount of reimbursement to which the Adviser may be entitled (the “Reimbursement Amount”) shall equal, at any time, the sum of all investment advisory fees previously waived or reduced by the Adviser and all other payments remitted by the Adviser to the applicable Fund pursuant to this Agreement, less any reimbursement previously paid by the Fund to the Adviser, with respect to such waivers, reductions, and payments. The Reimbursement Amount shall not include any additional charges or fees whatsoever, including, e.g., interest accruable on the Reimbursement Amount.
BOSTON PARTNERS GLOBAL INVESTORS, INC. | |||||
By: | /s/ Xxxxxxx X. Xxxxxxxx, III | ||||
Name: | Xxxxxxx X. Xxxxxxxx, III | ||||
Title: | General Counsel | ||||
Your signature below acknowledges |
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acceptance of this Agreement: | |||||
By: | /s/ Xxxxxxxxx Xxxx | ||||
Xxxxxxxxx Xxxx | |||||
President | |||||
The RBB Fund, Inc. |
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