PURCHASE AGREEMENT
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Xxxxx Xxxxxx Multiple Discipline Trust (the "Trust"), a business trust
under the laws of The Commonwealth of Massachusetts, and Xxxxx Xxxxxx Fund
Management LLC ("SBFM") hereby agree as follows:
1. The Trust offers SBFM and SBFM hereby purchases 2,498.86 shares of
beneficial interest of each of Xxxxx Xxxxxx Multiple Discipline Portfolio - All
Cap Growth and Value Portfolio, Xxxxx Xxxxxx Multiple Discipline Portfolio -
Large Cap Growth and Value Portfolio, Xxxxx Xxxxxx Multiple Discipline Portfolio
- Global All Cap Growth and Value Portfolio, and Xxxxx Xxxxxx Multiple
Discipline Portfolio - Balanced All Cap Growth and Value Portfolio, at a price
of $10 per share (the "Variable Insurance Shares"), and one share of each of
Xxxxx Xxxxxx Multiple Discipline Fund - All Cap Growth and Value Fund, Xxxxx
Xxxxxx Multiple Discipline Fund - Large Cap Growth and Value Fund, Xxxxx Xxxxxx
Multiple Discipline Fund - Global All Cap Growth and Value Fund, and Xxxxx
Xxxxxx Multiple Discipline Fund - Balanced All Cap Growth and Value Fund, at a
price of $11.40 per share (the "Retail Shares," together with the Variable
Insurance Shares, the "Initial Shares"), each having a par value $.001 per share
(the "Shares"), the Trust agreeing to waive the initial sales charge and
contingent deferred sales charge on such purchase. SBFM hereby acknowledges
receipt of certificates representing the Initial Shares and the Trust hereby
acknowledges receipt from SBFM of $100,000.00 in full payment for the Initial
Shares.
2. SBFM represents and warrants to the Trust that the Initial Shares are being
acquired for investment purposes and not for the purpose of distributing them.
3. SBFM agrees that if any holder of the Initial Shares redeems such Shares in
the Trust before one year after the date upon which the Trust commences its
investment activities, the redemption proceeds will be reduced by the amount of
unamortized organizational and offering expenses, in the same proportion as the
Initial Shares being redeemed bears to the Initial Shares outstanding at the
time of redemption. The parties hereby acknowledge that any Shares acquired by
SBFM other than the Initial Shares have not been acquired to fulfill the
requirements of Section 14 of the Investment Company Act of 1940, as amended,
and, if redeemed, their redemption proceeds will not be subject to reduction
based on the unamortized organizational and offering expenses of the Trust.
4. The Trust and SBFM agree that the obligations of the Trust under this
Agreement shall not be binding upon any of the Trustees, shareholders, nominees,
officers, employees or agents, whether past, present or future, of the Trust,
individually, but are binding only upon the assets and property of the Trust, as
provided in the Master Trust Agreement. The execution and delivery of this
Agreement have been authorized by the Trustees and signed by an authorized
officer of the Trust, acting as such, and neither such authorization by such
Trustees nor such execution and delivery by such officer shall be deemed to have
been made by any of them individually or to impose any liability on any of them
personally, but shall bind only the trust property of the Trust as provided in
its Master Trust Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the ____ day of ________________, 2002.
XXXXX XXXXXX MULTIPLE DISCIPLINE TRUST
By:
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Name:
Title:
XXXXX XXXXXX FUND MANAGEMENT LLC
By:
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Name:
Title:
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