SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between Xxxxxxx X. Xxxxxxx TTEE Xxxxxxx X. Xxxxxxx
Revocable Trust Dated 7/15/99 ("Xxxxxxx Trust"), a North Carolina trust, and The
Piedmont Investment Trust ("Trust"), a statutory trust organized and existing
under and by virtue of the laws of the State of Delaware.
In consideration of the mutual promises set forth herein, the parties agree as
follows:
1. The Trust agrees to sell to the Xxxxxxx Trust and the Xxxxxxx Trust
hereby subscribes to purchase 10,000 shares ("Shares") of beneficial interest of
The Piedmont Select Value Fund, a series of the Trust, with a par value of
$0.001 per Share, at a price of ten dollars ($10.00) per each Share.
2. The Xxxxxxx Trust agrees to pay $100,000 for all such Shares at the time
of their issuance, which shall occur upon call of the President of the Trust, at
any time on or before the effective date of the Trust's Registration Statement
filed by the Trust on Form N-1A with the Securities and Exchange Commission
("Registration Statement").
3. The Xxxxxxx Trust acknowledges that the Shares to be purchased hereunder
have not been registered under the federal securities laws and that, therefore,
the Trust is relying on certain exemptions from such registration requirements,
including exemptions dependent on the intent of the undersigned in acquiring the
Shares. The Xxxxxxx Trust also understands that any resale of the Shares, or any
part thereof, may be subject to restrictions under the federal securities laws,
and that the Xxxxxxx Trust may be required to bear the economic risk of any
investment in the Shares for an indefinite period of time.
4. The Xxxxxxx Trust represents and warrants that (i) it is acquiring the
Shares solely for his own account and solely for investment purposes and not
with a view to the resale or disposition of all or any part thereof, and that it
has no present plan or intention to sell or otherwise dispose of the Shares or
any part thereof at any time in the near future and (ii) it is knowledgeable and
experienced with respect to the financial, tax, and business ownership of the
Shares and is capable of evaluating the risks and merits of purchasing the
Shares and can bear the economic risk of an investment in the Shares for an
indefinite period of time and can suffer the complete loss thereof.
5. The Xxxxxxx Trust agrees that it will not sell or dispose of the Shares
or any part thereof, except to the Trust itself, unless the Registration
Statement with respect to such Shares is then in effect under the Securities Act
of 1933, as amended.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their
duly authorized representatives this 20th day of April, 2005.
Xxxxxxx X. Xxxxxxx TTEE Xxxxxxx X. Xxxxxxx Revocable Trust Dated 7/15/99
By: /s/ Xxxxxxx X. Xxxxxxx
________________________
Xxxxxxx X. Xxxxxxx, Trustee
The Piedmont Investment Trust
By: /s/ Xxxxx X. Xxxxx, III
_________________________
Xxxxx X. Xxxxx, III
President
