EXHIBIT 99.13
May 4, 1987
SUBSCRIPTION AGREEMENT
XXXX XXXXXXX TAX-EXEMPT SERIES TRUST, a business trust organized under
the laws of the Commonwealth of Massachusetts (the "Trust") and consisting of
three series portfolios, namely, Xxxx Xxxxxxx Tax-Exempt Series Trust --
California Portfolio ("California Portfolio"), Xxxx Xxxxxxx Tax-Exempt Series
Trust -- Massachusetts Portfolio, ("Massachusetts Portfolio") and Xxxx Xxxxxxx
Tax-Exempt Series Trust -- New York Portfolio ("New York Portfolio") (the
"Funds"), and XXXX XXXXXXX ADVISERS, INC., a Delaware corporation (the
"Purchaser"), hereby agree with each other as follows:
1. Proposed Registration of Shares of Beneficial Interest. The Trust
and the Funds propose to issue and sell to the public shares of beneficial
interest ("Shares") pursuant to a registration statement on Form N-1A (the
"Registration Statement") to be filed with the Securities and Exchange
Commission. In order to provide the Trust with a net worth of at least $100,000
as required by Section 14 of the Investment Company Act of 1940, as amended, and
additional capitalization, the Trust hereby offers the Purchaser at private
placement $30,000 Shares of the Trust representing 10,000 shares each of the
California Portfolio, the Massachusetts Portfolio and the New York Portfolio at
a price of $10.00 per share for purchase prior to the effective date of the
Registration Statement.
2. Purchase of Shares. The Purchaser agrees to purchase 30,000 Shares
two days prior to the effective date of the Registration Statement (or such
earlier date as the parties may agree upon). The Shares will be purchased at the
purchase price of $10.00 per share. The Purchaser will make payment for the
30,000 Shares to be purchased by it by delivery of a certified or official bank
check payable to the order of the Trust at least two business days prior to the
date specified by the Trust as the proposed effective date of the Registration
Statement in a written notice delivered to the Purchaser by the Trust no later
than three business days prior to such proposed effective date.
3. Purchase for Investment. The Purchaser represents and warrants to
the Trust that the Shares are being acquired by it for investment and not with a
view to the resale or further distribution thereof and that it has no present
intention to redeem the Shares.
4. Execution. This instrument is executed and made on behalf of the
Trust and the Funds by an officer of the Trust and the Funds. The name Xxxx
Xxxxxxx Tax-Exempt Series Trust is the designation of the Trustees under the
Declaration of Trust, dated March 1987, as amended from time to time. The
Declaration of Trust has been filed with the Secretary of State of the
Commonwealth of Massachusetts. The obligations of the Trust are not personally
binding upon, nor shall resort be had to the private property of, any of the
Trustees, shareholders, officers, employees, or agents of the Trust or the
Funds, but the Trust's property only shall be bound.
5. Assignment. The right of the Purchaser to purchase the Shares as set
forth herein is not assignable without the consent of the Trust.
6. Notices, etc. All notices, requests and other communications
hereunder shall be in writing and shall be deemed to have been sufficiently
given if mailed by first-class mail or telegraphed and addressed as follows:
To the Trust: 000 Xxxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
To the Funds: 000 Xxxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
To the Purchaser: 000 Xxxxxxxxxx Xxxxxx
Xxxxxx, Xxxxxxxxxxxxx 00000
or in any case to such other address as shall have been specified by notice from
the addressee to the sender of such notice, request or other communication.
IN WITNESS WHEREOF, the parties hereto have executed this agreement as
of the date first above written.
XXXX XXXXXXX TAX-EXEMPT SERIES TRUST
By: /s/X. X. Xxxxxx
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Chairman of the Board and President
XXXX XXXXXXX ADVISERS, INC.
By: /s/X. X. Xxxxxx
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Vice Chairman of the Board,
President and Chief Executive Officer
