EXHIBIT 23(L)
INITIAL CAPITAL AGREEMENT
SUBSCRIPTION AGREEMENT
The Legacy Funds, Inc.
00 Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Gentlemen:
The undersigned ("Subscriber") hereby subscribes for and agrees to acquire
from The Legacy Funds, Inc., a business trust organized under the laws of the
State of Delaware (the "Company"), the number of shares of $.001 par value
common stock of the Legacy Growth Fund (the "Shares") of the Company shown below
in consideration of a cash contribution of $100,000 ($10.00 per share).
Subscriber hereby represents and warrants to the Company 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
Delaware 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
Company, 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
Company and the Shares.
(d) Subscriber understands that no registration statement or prospectus with
respect to the Company or the shares is yet effective, and Subscriber has
made his own inquiry and analysis with respect to the Company 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 Company
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
SHARES OF THE LEGACY GROWTH FUND SUBSCRIBED PURCHASE AMOUNT
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10,000 $100,000
SUBSCRIBED BY:
/S/ XXXXXX X. XXXXXX
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Xxxxxxx & Xxxxxx LLC
By: Xxxxxx X. Xxxxxx
Its: Managing Director
ACCEPTED BY:
THE LEGACY FUNDS, INC.
/S/ XXXXXX X. XXXXXXX
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By: Xxxxxx X. Xxxxxxx
Its: President
Dated as of the 7th day of January, 2000.