0001398344-21-014817 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT with Vident Investment Advisory, LLC
Investment Sub-Advisory Agreement • July 26th, 2021 • RBB Fund, Inc. • Delaware

This INVESTMENT SUB-ADVISORY AGREEMENT (the "Agreement") is made as of this 22nd day of July, 2021 by and among RED GATE ADVISERS, LLC, a Pennsylvania limited liability company with its principal place of business at 223 WILMINGTON WEST CHESTER PIKE #216, CHADDS FORD, PENNSYLVANIA 19317 (the "Adviser"), THE RBB FUND, INC., a Maryland corporation (the "Trust"), and VIDENT INVESTMENT ADVISORY, LLC, a Delaware limited liability company with its principal place of business located at 1125 Sanctuary Parkway, Suite 515, Alpharetta, GA 30009 (the "Sub-Adviser").

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 26th, 2021 • RBB Fund, Inc. • Delaware

AGREEMENT made as of July 14, 2021 (the “Effective Date”) between THE RBB FUND, INC., a Maryland corporation (herein called the "Fund"), and RED GATE ADVISERS, LLC, a Delaware limited liability company (herein called the "Investment Adviser").

DISTRIBUTION AGREEMENT
Distribution Agreement • July 26th, 2021 • RBB Fund, Inc. • Delaware

THIS AGREEMENT is made and entered into as of 3/4/2021, by and between The RBB Fund, Inc., a Maryland corporation (the “Company”) and Vigilant Distributors, LLC, a Pennsylvania limited liability company (the “Distributor”). Red Gate Advisors, LLC a Pennsylvania limited liability company, and an investment advisor to the Company (the “Advisor”), is a party hereto with respect to Sections 3 F. and 6 only.

INVESTMENT SUB-ADVISORY AGREEMENT
Investment Sub-Advisory Agreement • July 26th, 2021 • RBB Fund, Inc. • Delaware

AGREEMENT, dated as of June 3, 2021, by and between Red Gate Advisers, LLC, a Delaware limited liability company (the "Adviser") and YieldX Advisers, LLC, a Delaware limited liability company (the "Sub-Adviser").

FIFTH AMENDMENT TO THE AMENDED AND RESTATED FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • July 26th, 2021 • RBB Fund, Inc.

THIS FIFTH AMENDMENT, effective as of June 30, 2021, to the Amended and Restated Fund Accounting Servicing Agreement, dated as of June 30, 2019, as amended (the “Agreement”), is entered into by and between THE RBB FUND, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

PURCHASE AGREEMENT
Purchase Agreement • July 26th, 2021 • RBB Fund, Inc.

The RBB Fund, Inc. (the “Company”), a Maryland corporation, and Red Gate Advisers, LLC (“Red Gate”), intending to be legally bound, hereby agree with each other as follows:

Amendment to Distribution Agreement
Distribution Agreement • July 26th, 2021 • RBB Fund, Inc.

This amendment (the “Amendment”), effective as of the date first written below, is made by and among Red Gate Advisers, LLC, a Pennsylvania limited liability company (the “Adviser”), The RBB Fund, Inc., a Maryland corporation (the “Company”), and Vigilant Distributors, LLC, a Pennsylvania limited liability company (“Vigilant Distributors”) (collectively the “Parties”).

FIFTH AMENDMENT TO THE AMENDED AND RESTATED FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 26th, 2021 • RBB Fund, Inc.

THIS FIFTH AMENDMENT, effective as of June 30, 2021, to the Amended and Restated Fund Administration Servicing Agreement, dated as of June 30, 2019 (the “Agreement”), is entered into by and between THE RBB FUND, INC., a Maryland corporation, (the “Company”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • July 26th, 2021 • RBB Fund, Inc. • Delaware

THIS EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT (the “Agreement”) is effective as of the July [ ], 2021 by and between Red Gate Advisers, LLC (the “Adviser”), a Delaware limited liability company and The RBB Fund, Inc., a Maryland corporation (the “Company”), on behalf of its series listed on Appendix A hereto (each, a “Fund” and collectively, the “Funds”).

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