Exhibit (l): Initial Subscription Agreement
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SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx (joint
account) and the Xxxxxxx Capital Management Investment Trust ("Trust"), a
business 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 Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx
and Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx hereby subscribe to
purchase 10,000 shares ("Shares") of beneficial interest of The
Xxxxxxx Total Return Fund, a series of the Trust, each with a par
value of $0.00 per Share, at a price of ten dollars ($10.00) per each
Share.
2. Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx agree 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. Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx acknowledge that the Shares to
be purchased hereunder have not been, and will not be, 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. Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx also
understands that any resale of the Shares, or any part thereof, may be
subject to restrictions under the federal securities laws, and that
Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx may be required to bear the
economic risk of any investment in the Shares for an indefinite period
of time.
4. Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx represent and warrant that
they are acquiring the Shares solely for their own joint account and
solely for investment purposes and not with a view to the resale or
disposition of all or any part there of, and that he 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.
5. Xxxxxxx X. Xxxxxxx and Xxxxx X. Xxxxxxx agree that they 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 26th day of October, 2000.
By: /s/ Xxxxxxx X. Xxxxxxx
________________________
Xxxxxxx X. Xxxxxxx
/s/ Xxxxx X. Xxxxxxx
________________________
Xxxxx X. Xxxxxxx
XXXXXXX CAPITAL MANAGEMENT INVESTMENT TRUST
By: /s/ Xxxxxx X. Xxxxxxx
_________________________
Xxxxxx X. Xxxxxxx
Title: Trustee
