Expense Limitation Agreement
Exhibit 99.k(2)
Expense Limitation Agreement
To: Resource Credit Income Fund
0000 Xxxxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxxxxxx, XX 00000
March 31, 2015
Dear Board Members:
You have engaged us to act as the sole investment adviser to Resource Credit Income Fund (the “Trust,” or the “Fund”), pursuant to a Management Agreement dated on or about March 9, 2015.
Effective as of the date hereof, we agree, for at least one year from the effective date of the Fund’s registration statement, to waive our management fees (excluding any incentive fee) and to pay or absorb the ordinary annual operating expenses of the Fund (excluding interest, brokerage commissions, acquired fund fees and expenses and extraordinary expenses), to the extent that our management fees plus the Fund’s ordinary annual operating expenses exceed 2.59%, 2.59%, 3.34%, 3.34%, 3.09%, 3.09% and 2.34% per annum of the Fund’s average daily net assets attributable to Class A, Class U, Class C, Class T, Class W, Class D and Class I shares, respectively.
Additionally, this Expense Limitation Agreement may not be terminated by Resource Financial Fund Management, Inc. but may be terminated by the Fund’s Board of Trustees, on 60 days written notice to Resource Financial Fund Management, Inc.
Any waiver or reimbursement by us is subject to repayment by the Fund within the three fiscal years following the fiscal year in which the expenses were incurred, if the Fund is able to make the repayment without exceeding its current expense limitation and the repayment is approved by the Board of Trustees.
Yours very truly,
Resource Financial Fund Management, Inc. |
Acceptance: | |||
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By: |
/s/ Xxxx Xxxxxxxxx |
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By: |
/s/ Xxxxxx Xxxxxxx |
Name: |
Xxxx Xxxxxxxxx |
Name: |
Xxxxxx Xxxxxxx | |
Title: |
President |
Title: |
President | |
Date: |
March 31, 2015 |
Date: |
March 31, 2015 | |