0001398344-21-006349 Sample Contracts

INVESTMENT SUB-ADVISORY AGREEMENT with Vident Investment Advisory, LLC
Investment Sub-Advisory Agreement • March 11th, 2021 • RBB Fund, Inc. • Delaware

This INVESTMENT SUB-ADVISORY AGREEMENT (the “Agreement”) is made as of this 17th day of February 2021 by and among RED GATE ADVISERS, LLC, a Pennsylvania limited liability company company with its principal place of business at 223 WILMINGTON WEST CHESTER PIKE #216, CHADDS FORD, PENNSYLVANIA 19317 (the “Adviser”), THE RBB FUND, INC. (the “Trust”), a Maryland corporation, 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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DISTRIBUTION AGREEMENT
Distribution Agreement • March 11th, 2021 • RBB Fund, Inc. • Delaware

THIS AGREEMENT is- made and entered into as of June 23, 2020, by and between The RBB Fund, Inc., a Maryland corporation (the "Company") and Herald Investment Marketing, LLC, a Pennsylvania limited liability company (the "Distributor"). Matson Money, Inc., an Ohio corporation and an investment advisor to the Company (the "Advisor"), is a party hereto with respect to Sections 3 F. and 6 only.

SECOND AMENDMENT TO THE AMENDED AND RESTATED TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS SECOND AMENDMENT, effective as of March 5, 2021, to the Amended and Restated Transfer Agent 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”).

THIRD AMENDMENT TO THE AMENDED AND RESTATED FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS THIRD AMENDMENT, effective as of February 11, 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”).

THIRD AMENDMENT TO THE AMENDED AND RESTATED FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS THIRD AMENDMENT, effective as of March 5, 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”).

SECOND AMENDMENT TO THE AMENDED AND RESTATED FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS SECOND AMENDMENT, effective as of November 12, 2020, 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”).

AMENDMENT TO TRADING ADVISORY AGREEMENT
Trading Advisory Agreement • March 11th, 2021 • RBB Fund, Inc.
PURCHASE AGREEMENT
Purchase Agreement • March 11th, 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:

SECOND AMENDMENT TO THE AMENDED AND RESTATED CUSTODY AGREEMENT
Custody Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS SECOND AMENDMENT, effective as of March 5, 2021 to the Amended and Restated Custody 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. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America (the “Custodian”).

SECOND AMENDMENT TO THE AMENDED AND RESTATED FUND ACCOUNTING SERVICING AGREEMENT
Fund Accounting Servicing Agreement • March 11th, 2021 • RBB Fund, Inc.

THIS SECOND AMENDMENT, effective as of November 12, 2020, 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”).

THE RBB FUND, INC. AUTHORIZED PARTICIPANT AGREEMENT VIGILANT DISTRIBUTORS, LLC
Authorized Participant Agreement • March 11th, 2021 • RBB Fund, Inc. • Pennsylvania

This Authorized Participant Agreement (the "Agreement") is entered into by and between Vigilant Distributors, LLC (the "Distributor") and _____________ (the "Participant" and, together with the Distributor, the "Parties") and is subject to acceptance by U.S. Bancorp Fund Services, LLC (the "Index Receipt Agent") as index receipt agent for The RBB Fund, Inc. (the "Company").

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