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EXPENSE CAP/REIMBURSEMENT AGREEMENT
This Agreement is entered into as of the 12th day of July, 2001 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, 2002, 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 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.
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 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/ J. Xxxxx Xxxxxxxxx
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J. Xxxxx Xxxxxxxxx, Managing Director
BADGLEY FUNDS, INC.
By: /s/ Xxxxx X. Xxxxx
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Xxxxx X. Xxxxx, President
