0000709364-08-000021 Sample Contracts

INVESTMENT ADVISORY AGREEMENT BETWEEN THE ROYCE FUND AND ROYCE & ASSOCIATES, LLC
Investment Advisory Agreement • June 27th, 2008 • Royce Fund

Agreement made this 27th day of June, 2008, by and between THE ROYCE FUND, a Delaware business trust (the "Fund"), and ROYCE & ASSOCIATES, LLC, a Delaware limited liability company (the "Adviser").

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DISTRIBUTION FEE AGREEMENT FOR ROYCE INTERNATIONAL SMALLER-COMPANIES FUND (SERVICE CLASS)
Distribution Fee Agreement • June 27th, 2008 • Royce Fund

The Royce Fund, a Delaware business trust (the "Trust"), and Royce Fund Services, Inc., a New York corporation ("RFS"), hereby agree that as compensation for RFS' services and for the expenses payable by RFS under the Distribution Agreement made October 1, 2001 by and between the parties hereto, RFS shall receive, for and from the assets of the Service Class of Royce International Smaller-Companies Fund, a series of the Trust (the "Service Class"), a fee, payable monthly, equal to .25% per annum of the Service Class' average net assets.

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