EXPENSE CAP/REIMBURSEMENT AGREEMENT
This Agreement is entered into as of the 20th day of July, 2005
between Badgley, Xxxxxx and Xxxx, Inc. (the "Adviser") and Badgley Funds, Inc.
(the "Company") on behalf of the Badgley Growth Fund (the "Growth Fund") and the
Badgley Balanced Fund (the "Balanced Fund") (collectively, the "Funds").
WHEREAS, the Adviser desires to contractually agree to waive a
portion of its advisory fee or reimburse certain of the Fund's operating
expenses to ensure that the Fund's total operating expenses do not exceed the
level described below.
NOW THEREFORE, the parties agree as follows:
The Adviser agrees that until September 30, 2006, it will reduce its
compensation as provided for in the Investment Advisory Agreement between the
Company and the Adviser dated June 23, 1998, and/or assume expenses for the
applicable Fund to the extent necessary to ensure that the Growth Fund's total
operating expenses (on an annual basis) do not exceed 1.50% of the Growth Fund's
average daily net assets and that the Balanced Fund's total operating expenses
(on an annual basis) do not exceed 1.30% of the Balanced Fund's average daily
net assets.
The Adviser shall be entitled to recoup such amounts for a period of
up to three (3) years following the fiscal year in which the Adviser reduced its
compensation and/or assumed expenses for the applicable Fund, provided that the
total operating expenses including this recoupment do not exceed the established
cap on expenses for that year.
BADGLEY, XXXXXX AND XXXX, INC.
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx, Chief Executive Officer
BADGLEY FUNDS, INC.
By: /s/ J. Xxxxx Xxxxxxxxx
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J. Xxxxx Xxxxxxxxx, President
