Exhibit (l)(3)
PURCHASE AGREEMENT
------------------
Excelsior Institutional Trust (the "Trust"), a Delaware business
trust, and Edgewood Services, Inc. ("Edgewood"), a New York corporation, hereby
agree as follows:
1. The Trust hereby offers Edgewood and Edgewood hereby purchases
two Shares of the High Yield Fund of the Trust at $10 per Share.
The Trust 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 Trust 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 28th day of July, 2000.
EXCELSIOR INSTITUTIONAL TRUST
By: /s/ Xxxxxxxxx X. Xxxxxx
----------------------
Title: President & Treasurer
---------------------
EDGEWOOD SERVICES, INC.
By: /s/ Xxxxx X. Xxxxxxx
----------------------
Title: President
--------------------
