0001193125-08-202235 Sample Contracts

WAIVER/REIMBURSEMENT AGREEMENT
Waiver/Reimbursement Agreement • September 26th, 2008 • Seligman Portfolios Inc/Ny

This WAIVER/REIMBURSEMENT AGREEMENT, dated as of October 1, 2008, is between SELIGMAN PORTFOLIOS, INC., a Maryland corporation (the “Fund”), on behalf of Seligman Large-Cap Value Portfolio (the “Portfolio”), and J. & W. SELIGMAN & CO. INCORPORATED, a Delaware corporation (the “Manager”). The Manager hereby agrees to waive its management fee and/or reimburse the Portfolio’s “other expenses” to the extent set forth in the Portfolio’s prospectus included in the Fund’s Registration Statement filed on or about September 26, 2008 with the Securities and Exchange Commission.

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