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Part C
Exhibit (13)
Xxxxx Investment Trust
Bank and Insurance Fund
February 3, 1998
SUBSCRIPTION AGREEMENT
XXXXX INVESTMENT TRUST, a business trust organized under the laws of the State
of Delaware (the "Trust") and currently consisting of one series portfolio,
namely, Xxxxx Bank and Insurance Fund (the "Fund") and Xxxxx Funds, LLC, a
limited liability company organized under the laws of the State of Maryland (the
"Purchaser"), hereby agree with each other as follows:
1. Proposed Registration of Shares of Beneficial Interest. The Trust and
the Fund propose to issue and sell to the public shares of beneficial interest
("Shares") pursuant to a registration statement on Form N-1A (the "Registration
Statement") to be filed with the Securities and Exchange Commission. In order
to provide the Trust with a net worth of at least $100,000 as required by
Section 14 of the Investment Company Act of 1940, as amended, and additional
capitalization, the Trust hereby offers to purchase at private placement 10,000
Shares of the Trust representing 10,000 Shares of the Fund at a price of $10.00
per share for purchase prior to the effective date of the Registration
Statement.
2. Purchase of Shares. The Purchaser agrees to purchase 10,000 Shares on
such date as the parties may agree upon. The Shares will be purchased at the
purchase price of $10.00 per share. The Purchaser will make payment for the
10,000 Shares to be purchased by wire to the Trust's custodian bank.
3. Purchase for Investment. The Purchaser represents and warrants to the
Trust that the Shares are being acquired by it for investment and not with a
view to the resale or further distribution thereof and that it has no present
intention to redeem the Shares.
4. Execution. This instrument is executed and made on behalf of the Trust
and the Fund by an officer of the Trust. The name Xxxxx Investment Trust is the
designation of the Trustees under the Declaration of Trust, dated February 3,
1998, as amended from time to time. A Certificate of Trust has been filed with
the Secretary of State of the State of Delaware. The obligations of the Trust
are not personally binding upon, nor shall resort be had to the private
property of, any of the Trustees, shareholders, officers, employees, or agents
of the Trust or the Funds, but the Trust's property only shall be bound.
5. Assignment. The right of the Purchaser to purchaser the Shares as set
forth herein is not assignable without the consent of the Trust.
6. Notices, etc. All notices, requests and other communications hereunder
shall be in writing and shall be deemed to have been sufficiently given if
mailed by first-class mail and addressed as follows:
To the Trust: 0000 Xxxx Xxxx Xxxxxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
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To the Purchaser: 0000 Xxxx Xxxx Xxxxxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
or in any case to such other address as shall have been specified by notice from
the addressee to the sender of such notice, request or other communication.
IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the
date first above written.
XXXXX INVESTMENT TRUST
By /s/ Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx
Chairman
XXXXX FUNDS, LLC
By /s/ Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx
President
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