PURCHASE AGREEMENT
Excelsior Tax-Exempt Funds, Inc. (the "Company"), a Maryland corporation,
and Edgewood Services, Inc. ("Edgewood"), a New York corporation, hereby agree
with each other as follows:
1. The Company hereby offers Edgewood and Edgewood hereby purchases two
shares of the New York Tax-Exempt Money Fund of the Company at $10 per
share. The Company hereby acknowledges receipt from Edgewood of funds
in the total amount of $20 in full payment for the shares.
2. Edgewood represents and warrants to the Company that the shares are
being acquired for investment purposes and not with a view to the
distribution thereof.
IN AGREEMENT WHEREOF, and intending to be legally bound hereby, the parties
hereto have executed this Agreement as of the 3rd day of August, 1998.
EXCELSIOR TAX-EXEMPT FUNDS, INC.
By: /s/ F.S. Wonham
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Title: President and Treasurer
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EDGEWOOD SERVICES, INC.
By: /s/ Xxxxxxx X. Xxxxxx, Xx.
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Title: Treasurer
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