SUBSCRIPTION AGREEMENT
Badgley Funds, Inc.
0000 Xxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxxxxxxx, 00000
Gentlemen:
The undersigned purchaser (the "Purchaser") hereby
subscribes to the number of shares (the "Shares") of
common stock of Badgley Funds, Inc. (the "Company") as
follows:
Aggregate
Series Number of Per Share Purchase Price
Shares Price
Badgley Growth Fund 2,500 $10 $25,000
Badgley Balanced Fund 2,500 $10 $25,000
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$50,000
It is understood that a certificate representing
the Shares shall not be issued to the undersigned, but
such ownership shall be recorded on the books and
records of the Company's transfer agent.
Notwithstanding the fact that a certificate
representing ownership will not be issued, the Shares
will be deemed fully paid and nonassessable.
The Purchaser agrees that the Shares are being
purchased for investment with no present intention to
resell or redeem the Shares.
The Purchaser acknowledges that assuming the
Company's registration statement on Form N-1A becomes
effective and shares are sold to the public prior to
June 30, 1998, costs incurred by the Company in
connection with its organization, registration and
initial public offering of Shares of the Company will
be deferred and will be amortized over a period of five
years from the date upon which the Company commences
its investment activities.
The Purchaser agrees that in the event any of the
Shares purchased under this Subscription Agreement are
redeemed during this five-year period, the Company is
authorized to reduce the redemption proceeds to cover
any unamortized organizational expenses in the same
proportion as the number of Shares being redeemed bears
to the number of Shares outstanding at the time of the
redemption. If, for any reason, the reduction of
redemption proceeds is not in fact made by the Company
in the event of such a redemption, the Purchaser agrees
to reimburse the Company immediately for any
unamortized organizational expenses in the proportion
stated above.
Dated and effective as of the 9th day of June,
1998.
Purchaser:
\s\ Xxxxxx X. Xxxxxx
-----------------------
By: Xxxxxx X. Xxxxxx
ACCEPTANCE
The foregoing subscription is hereby accepted.
Dated and effective as of the 9th day of June,
1998.
BADGLEY FUNDS, INC.
\s\ Xxxx X. Xxxxx III
---------------------------------
By: Xxxx X. Xxxxx III, President