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EX-99.B13
XXXXXX VALUE PLUS GROWTH FUND
Subscription Agreement
1. Share Subscription. The undersigned agrees to
purchase from XXXXXX VALUE PLUS GROWTH FUND (the "Fund") the
number of shares (the "Shares") without par value, set forth
at the end of this Agreement on the terms and conditions set
forth herein and in the Preliminary Prospectus ("Preliminary
Prospectus") described below, and hereby tenders the amount
of the price required to purchase these Shares at the price
set forth at the end of this Agreement.
The undersigned understands that the Fund has prepared a
registration statement or an amendment thereto for filing
with the Securities and Exchange Commission on Form N-1A,
which contains the Preliminary Prospectus which describes the
Fund and the Shares. By its signature hereto, the
undersigned hereby acknowledges receipt of a copy of the
Preliminary Prospectus.
The undersigned recognizes that the Fund will not be
fully operational until such time as it commences the public
offering of its shares. Accordingly, a number of features of
the Fund described in the Preliminary Prospectus, including,
without limitation, the declaration and payment of dividends,
and redemption of shares upon request of shareholders, are
not, in fact, in existence at the present time and will not
be instituted until the Fund's registration under the
Securities Act of 1933 is made effective.
2. Registration and Warranties. The undersigned hereby
represents and warrants as follows:
(a) It is aware that no Federal or state agency has
made any findings or determination as to the fairness for
investment, nor any recommendation or endorsement, of the
Shares;
(b) It has such knowledge and experience of
financial and business matters as will enable it to
utilize the information made available to it in
connection with the offering of the Shares, to evaluate
the merits and risks of the prospective investment and to
make an informed investment decision;
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(c) It recognizes that the Fund has no financial or
operating history and, further, that investment in the
Fund involves certain risks, and it has taken full
cognizance of and understands all of the risks related to
the purchase of the Shares, and it acknowledges that it
has suitable financial resources and anticipated income
to bear the economic risk of such an investment;
(d) It is purchasing the Shares for its own
account, for investment, and not with any present
intention of redemption, distribution, or resale of the
Shares, either in whole or in part;
(e) It will not sell the Shares purchased by it
without registration of the Shares under the Securities
Act of 1933 or exemption therefrom;
(f) This Agreement and the Preliminary Prospectus
and such material documents relating to the Fund as it
has requested have been provided to it by the Fund and
have been reviewed carefully by it; and
(g) It has also had the opportunity to ask
questions of, and receive answers from, representatives
of the Fund concerning the Fund and the terms of the
offering.
3. The undersigned recognizes that the Fund reserves
the unrestricted right to reject or limit any subscription
and to close the offer at any time.
Number of Shares. 3,508.772 shares each of Class A,
Class B and Class C shares. Subscription price $9.50 per
share for aggregate price of $100,000.00.
IN WITNESS WHEREOF, the undersigned has executed this
instrument this 20th day of September, 1995.
XXXXXX FINANCIAL SERVICES, INC.
By: /s/ Xxxx X. Xxxxxx
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Title: Senior Executive Vice President
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