EXHIBIT 23L
Subscription Agreement of Fairholme Capital Management, LLC
SUBSCRIPTION AGREEMENT
Fairholme Funds, Inc.
00 XXX Xxxxxxx
Xxxxx Xxxxx, XX 00000
Gentlemen:
The undersigned ("Subscriber") hereby subscribes for and agrees to acquire
from Fairholme Funds, Inc., a corporation incorporated under the laws of the
State of Maryland (the "Corporation"), the number of shares of $.0001 par value
Common stock of The Xxxxxxxxx Xxxx (the "Shares") of the Corporation shown below
in consideration of a cash contribution of $100,000 ($10.00 per share).
Subscriber hereby represents and warrants to the Corporation that:
(a) Subscriber hereby acknowledges and agrees that the shares will be issued in
reliance upon the exemption from registration contained in Section 4(2) of
the Securities Act of 1933 (the "Securities Act"), and that such Shares
will or may also be issued in reliance upon the exemptions from
registration contained in relevant sections of the Maryland Securities Act
and/or comparable exemptions contained in the securities laws of other
jurisdictions to the extent applicable, and that the transfer of such
shares may be restricted or limited as a condition to the availability of
such exemptions.
(b) The shares are being purchased for investment for the account of the
undersigned and without the intent of participating directly or indirectly
in a distribution of such Shares, and the Shares will not be transferred
except in a transaction that is in compliance with any and all applicable
securities laws.
(c) Subscriber has been supplied with, or has had access to, all information,
including financial statements and other financial information, of the
Corporation, to which a reasonable investor would attach significance in
making investment decisions, and has had the opportunity to ask questions
of, and receive answers from, knowledgeable individuals concerning the
Corporation and the Shares.
(d) Subscriber understands that no registration statement or prospectus with
respect to the corporation or the shares is yet effective, and Subscriber
has made his own inquiry and analysis with respect to the Corporation and
the shares.
(e) Subscriber personally, or together with his purchaser representative, has
such knowledge and experience in financial and business matters to be
capable of evaluating the merits and risks of an investment in the
Corporation and the Shares.
(f) Subscriber is financially able to bear the economic risk of this
investment, can afford to hold the shares for an indefinite period and can
afford a complete loss of this investment
Dated as of the 15th day of December, 1999.
Shares of
The Xxxxxxxxx Xxxx Subscribed Purchase Amount
10,000 $100,000
SUBSCRIBED BY:
/s/ Xxxxx X. Xxxxxxxxx
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Fairholme Capital Management, LLC.
By: Xxxxx X. Xxxxxxxxx
Its: President
ACCEPTED BY
FAIRHOLME FUNDS, INC.
/s/ Xxxxx X. Xxxxxxxxx
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By: Xxxxx X. Xxxxxxxxx
Its: President
