EXPENSE CAP/REIMBURSEMENT AGREEMENT
This Agreement is entered into as of the 1st day
of March, 0000, xxxxxxx Xxx Xxxxx Investments, LLC (the
"Adviser") and Oak Ridge Funds, Inc. on behalf of the
Oak Ridge Small Cap Equity Fund and the Oak Ridge Large
Cap Equity Fund (collectively, the "Funds").
WHEREAS, the Adviser has previously voluntarily
agreed to reduce its advisory fee and/or reimburse the
Funds for certain operating expenses to the extent
necessary to cap a Fund's total operating expenses at
certain levels.
WHEREAS, the Adviser now desires to contractually
agree to waive a portion of its advisory fee or
reimburse certain of the Funds' operating expenses to
ensure that the Funds' total operating expenses do not
exceed the levels described below.
NOW THEREFORE, the parties agree as follows:
The Adviser agrees that, for the term of this
Agreement, it will reduce its compensation as provided
for in the Amended and Restated Investment Advisory
Agreement between the Funds and the Adviser dated March
1, 1999, and/or assume expenses for the Funds to the
extent necessary to ensure that the total operating
expenses of each Fund's Class A shares do not exceed
2.00% and the total operating expenses of each Fund's
Class C shares do not exceed 2.75%, of each Fund's
average daily net assets on an annual basis.
The Adviser shall be entitled to recoup such
amounts for a period of up to three (3) years form the
date the Adviser reduced its compensation and/or
assumed expenses for the Funds.
This Agreement shall terminate on April 1, 2000,
unless extended by the mutual agreement of the parties,
as provided for in an amendment to this Agreement.
OAK RIDGE INVESTMENTS, LLC
By:/s/ Xxxxx Xxxxxxx
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OAK RIDGE FUNDS, INC.
By:/s/ Xxxxxx Xxxxxxxx
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