Exhibit (l)(vii)
PURCHASE AGREEMENT
Schwab Investments (the "Trust"), a Massachusetts business trust, and
Xxxxxxx Xxxxxx & Co., Inc. ("Schwab"), a California corporation, hereby agree as
follows:
1. The Trust hereby offers and Schwab hereby purchases one unit of
beneficial interest in each class of Series I, representing interests in the
Investor Shares and Select Shares, respectively, of the Schwab GNMA Fund (the
"Fund") at a price of $10.00 per Share (such units of beneficial interest being
hereafter collectively known as "Shares"). Schwab hereby acknowledges purchase
of the Shares and the Fund hereby acknowledges receipt from Schwab of funds in
the amount of $20 in full payment for the Shares. It is further agreed that no
certificate for the Shares will be issued by the Fund.
2. Schwab represents and warrants to the Fund that the Shares are
being acquired for investment purposes and not with a view to the distribution
thereof.
3. The names "Schwab Investments" and "Trustees of Schwab
Investments" refer, respectively to the Trust created and the Trustees as
Trustees but not individually or personally, acting from time to time under an
Agreement and Declaration of Trust dated as of October 26, 1990, to which
reference is hereby made and a copy of which is on file at the Office of the
Secretary of State of the Commonwealth of Massachusetts and elsewhere as
required by law, and to any and all amendments thereto so filed or hereafter
filed. The obligations of "Schwab Investments" entered into in the name or on
behalf thereof by any of the Trustees, representatives or agents are not made
individually, but only in such capacities, and are not binding upon any of the
Trustees, Shareholders or representatives of the Trust personally, but bind only
the assets of the Trust, and all persons dealing with any series of Shares of
the Trust must look solely to the assets of the Trust belonging to such series
for the enforcement of any claims against the Trust.
IN WITNESS WHEREOF, the parties hereto have executed the Agreement as
of the 27th day of February 2003.
Attest: SCHWAB INVESTMENTS
/s/ Xxxxx Xxxxxxx By: /s/ Xxxxxxx X. Xxxx
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Name: Xxxxxxx X. Xxxx
Title: Senior Vice President and Chief
Investment Officer
Attest: XXXXXXX XXXXXX & CO., INC.
/s/ Xxxxx Xxxxxxx By: /s/ Xxxxxxx X. Xxxx
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Name: Xxxxxxx X. Xxxx
Title: Executive Vice President
