May 10, 2012 Huntington Strategy Shares
May 10, 2012
0000 Xxxxx Xxxxxxxx Xxxxxx, Xxxxx 000
Indianapolis, IN 46208
Re: Seed Capital Subscription Agreement
Ladies and Gentlemen:
I propose to acquire shares of beneficial interest (the “Shares”) of Huntington Strategy Shares (the “Trust”) for an aggregate price of $100,000, as follows:
| Fund | Number of Shares | Price per Share | Aggregate Price | |||||||||
| Huntington EcoLogical Strategy ETF |
3,999 | $ | 25.00 | $ | 99,975.00 | |||||||
| Huntington US Equity Rotation Strategy ETF |
1 | $ | 25.00 | $ | 25.00 | |||||||
We will purchase the Shares in a private offering prior to the effective date of the Form N-1A registration statement filed by the Trust under the Securities Act of 1933, as amended and the Investment Company Act of 1940, as amended (the “1940 Act”).
We will purchase the Shares for investment purposes and not with the intent of redeeming or reselling. We will purchase the Shares pursuant to Section 14 of the 1940 Act in order to provide the seed capital for the Trust prior to the commencement of the public offering of its Shares.
We consent to the filing of this letter as an exhibit to the Form N-1A registration statement of the Trust.
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If you agree to these terms, please acknowledge your agreement and acceptance below.
Sincerely,
| /s/ X. Xxxxxxxx Xxxxxxx | ||
| Name: |
X. Xxxxxxxx Xxxxxxx | |
| Title: |
Executive Vice President | |
| The Huntington National Bank | ||
| Xxxxxx and accepted as of May 11, 2012: | ||
| /s/ X. Xxxxxxx Xxxxx | ||
| Name: |
X. Xxxxxxx Xxxxx | |
| Title: |
Chief Executive Officer | |
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