AGREEMENT TO WAIVE FEES AND REIMBURSE EXPENSES DAVIS SERIES, INC. DAVIS APPRECIATION & INCOME FUND CLASS C SHARES DAVIS FINANCIAL FUND CLASS C SHARES DAVIS OPPORTUNITY FUND CLASS C SHARES

AGREEMENT

TO WAIVE FEES AND REIMBURSE EXPENSES

XXXXX SERIES, INC.

XXXXX APPRECIATION & INCOME FUND

CLASS C SHARES

XXXXX FINANCIAL FUND

CLASS C SHARES

XXXXX OPPORTUNITY FUND

CLASS C SHARES

THIS AGREEMENT is made this 11^TH day of September, 2019, between Xxxxx Series, Inc., a Maryland corporation (“Xxxxx Series”) and Xxxxx Selected Advisers, L.P., a limited partnership organized under the laws of Colorado (“DSA”).

RECITALS:

WHEREAS, Xxxxx Series is a registered open-end management investment company with six authorized series (Xxxxx Opportunity Fund, Xxxxx Financial Fund, Xxxxx Appreciation & Income Fund, Xxxxx Real Estate Fund, Xxxxx Government Bond Fund, and Xxxxx Government Money Market Fund); and

WHEREAS, DSA serves as the investment adviser for Xxxxx Series; and

WHEREAS, both Xxxxx Series and DSA agree it is important that the actual expenses of Class C shares for Xxxxx Appreciation & Income Fund, Xxxxx Opportunity Fund, and Xxxxx Financial Fund, individually, not exceed a specified percentage, 1.80%, of net assets on an annual basis;

NOW, THEREFORE, the parties hereby agree as follows:

1. Expense Cap. DSA agrees to waive fees and reimburse the expenses of Class C shares of Xxxxx Appreciation & Income Fund, Xxxxx Opportunity Fund, and Xxxxx Financial Fund to the extent it is necessary to ensure that the actual expense incurred by Class C shares for the respective Fund, after recognizing the benefits of custody or other credits, fee waivers, and expense reimbursements, not exceed 1.80% of net assets.

2. Duration of Agreement. This Agreement shall be effective as of July 1, 2019, and ending on May 1, 2021. This Agreement shall automatically renew for additional one-year periods if not terminated, in writing, by either party before May 1^st of each year.

IN WITNESS WHEREOF, the parties have duly executed and sealed this Agreement, all as of the date first written above.

Xxxxx Series, Inc.	Xxxxx Selected Advisers, L.P.
	By Xxxxx Investments, LLC (General Partner)
By: __________________	By: __________________
Xxxx Xxxxxx	Xxxx Xxxxxxx
Vice President	Vice President