Salvatore Faia President The RBB Fund, Inc. c/o US Bancorp Fund Services

Exhibit 99.B(d)(6)

                , 2016

Xxxxxxxxx Xxxx

President

The RBB Fund, Inc.

c/o US Bancorp Fund Services

000 X. Xxxxxxxx Xx.

Milwaukee, WI  53202

Re:   The RBB Fund - Xxxxxxxxx Small Cap Value Fund (the “Fund”)

Dear Xx. Xxxx:

By our execution of this letter agreement (this “Agreement”), intending to be legally bound hereby, Xxxxxxxxx Capital Management Company (the “Adviser”) agrees that in order to improve the performance of the Fund, the Adviser shall, from January 1, 2017 through December 31, 2017, waive all or a portion of its investment advisory fees and/or reimburse expenses (other than brokerage commissions, extraordinary items, interest and taxes) in an aggregate amount equal to the amount by which the Fund’s total operating expenses (other than acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes) exceed a total operating expense ratio (other than acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes) of:

· 1.15% of the Fund’s average daily net assets.

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.

XXXXXXXXX CAPITAL MANAGEMENT COMPANY

By:

Name:

Title:

Your signature below acknowledges

acceptance of this Agreement:

By:

Xxxxxxxxx Xxxx

President

The RBB Fund, Inc.