EX-99.28 4 fp0087975-1_ex9928h7.htm

 

EXPENSE LIMITATION AGREEMENT

 

Forum Funds 

c/o Atlantic Fund Administration 

Three Canal Plaza, Suite 600 

Portland, ME 04101

 

March 1, 2024

 

Cannell & Spears LLC 

545 Madison Avenue 

11th Floor 

New York, NY 10022

 

Dear Mr. Morgenthau:

 

Pursuant to this Expense Limitation Agreement (the “Agreement”), Cannell & Spears LLC (the “Adviser”) agrees to limit its investment advisory fee and reimburse expenses (including acquired fund fees and expenses) as necessary to ensure that the net annual operating expenses, (excluding taxes, interest, portfolio transaction expenses and extraordinary expenses) for The BeeHive Fund (the “Fund”) do not exceed 0.99% per annum (the “Expense Limitation”) through December 31, 2025 (the “Limitation Period”). This Agreement constitutes the whole agreement between the parties and supersedes any previous fee waiver agreement relating to the Fund.

 

The Fund agrees to repay the Adviser or a nominee of the Adviser for any advisory fees foregone and any operating expenses in excess of the Expense Limitation that the Adviser reimburses under the Expense Limitation, provided that (i) the repayments do not cause the Fund’s total operating expenses (excluding taxes, interest, portfolio transaction expenses and extraordinary expenses) to exceed (a) the Expense Limitation, or (b) the expense cap in place at the time the fees/expenses were waived or reimbursed; and (ii) the repayments are made within three years of the date on which they are incurred. Any repayment under this Agreement that relates to a limitation of the investment advisory fee or a reimbursement of expenses incurred prior to January 1, 2024 will be paid to a nominee entity of the Adviser identified by Robert M. Raich or Robert P. Morgenthau that reflects the ownership of the Adviser at the time that the fee limit or expense reimbursement occurred. The Adviser understands that it shall look only to the assets attributable to the Fund for performance of this Agreement and for payment of any claim the Adviser may have hereunder, and neither any other series of the Trust, nor any of the Trust’s trustees, officers, employees, agents, or shareholders, whether past, present or future, shall be personally liable therefor.

 

This Agreement is made and to be performed principally in the States of New York and Maine, and except insofar as the Investment Company Act of 1940, as amended, or other federal laws and regulations may be controlling, this Agreement shall be governed by, and construed and enforced in accordance with, the internal laws of the State of Delaware.

 

 

 

This Agreement may only be amended or terminated with the approval of the Board of Trustees of Forum Funds (the “Board”) and will automatically terminate concurrent with the termination of the advisory agreement between the Adviser and the Trust with respect to the Fund; provided, however, that this Agreement shall not terminate in the event of a termination of such advisory agreement as a result of an assignment thereof by the Adviser if a new advisory agreement is entered into by the Trust and the Adviser with respect to the Fund. Unless otherwise amended or terminated, this Agreement will terminate on December 31, 2025.

 

If you are in agreement with the foregoing, please sign the form of acceptance on the enclosed counterpart hereof and return the same to us.

 

  Very truly yours,  
       
  FORUM FUNDS,  
       
  By: /s/ Zachary Tackett  
    Zachary Tackett  
  Title: President  

 

The foregoing Agreement is hereby accepted as of the date first written above.

 

Cannell & Spears LLC

 

By: /s/ Robert P. Morgenthau  
Name:  Robert P. Morgenthau  
Title: Principal  

 

Signature page to the Expense Limitation Agreement