SUBSCRIPTION AGREEMENT PNMAC Mortgage Opportunity Fund, L.P.
Exhibit
K
PNMAC
Mortgage Opportunity Fund, L.P.
CERTIFICATE
OF PNMAC
Mortgage Opportunity Fund, LLC (the "Fund")
The
undersigned hereby agrees to use any and all of the proceeds that it receives
each time that it draws down Common Share Commitments (as defined in the
Operating Agreement of the Fund) pursuant to the Operating Agreement of the
Fund, less expenses, to purchase common limited partner interests ("Common
Interests") of PNMAC Mortgage Opportunity Fund, L.P. (the "Partnership") having
the rights and other terms set forth in the Partnership Agreement of the
Partnership (the "Partnership Agreement") at the same price such Common
Interests are sold to other subscribers, if any.
In
connection with such purchase(s), the undersigned hereby certifies, represents
and warrants to the Partnership and the Partnership's investment adviser, PNMAC
Capital Management, LLC (the "Manager"), that (i) the undersigned has received,
read and understands the Partnership Agreement of the Partnership which, among
other things, sets forth the terms and conditions of the Common Interests (as
defined in the Partnership Agreement), (ii) the undersigned has been given the
opportunity to receive such other information regarding the Partnership or the
Manager as the undersigned has requested of the Partnership or the Manager,
(iii) each of the holders of Common Shares of the Fund is a "qualified client"
as that term is defined for purposes of Rule 205-3 of the Investment Advisers
Act of 1940 and (iv) the purchase of Common Interests by the undersigned
pursuant to this agreement is, and will be, for investment purposes only and is
not, and will not be, with a view toward distribution of such Common
Interests.
The
undersigned acknowledges that the Partnership and the Manager may rely on the
above representations until otherwise notified. Any such notification
should be in writing and directed to PNMAC Capital Management, LLC, 00000 Xxxxxx
Xxxx, Xxxxx 000, Xxxxxxxxx, Xxxxxxxxxx 00000, Attention: Xxxxxx
Xxxxx.
IN
WITNESS WHEREOF, the undersigned has executed this certificate as of the 31st
day of July, 2008, and declared that it is truthful and correct.
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| Accepted By: | PNMAC Mortgage Opportunity Fund, L.P. | ||
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