SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between Xxxxxx X. Xxxxxx and Xxxxx X. Xxxxxx (collectively
"Tilsons"), as joint tenants with right of survivorship, citizens and residents
of the State of New York and the Xxxxxx Investment Trust ("Trust"), a statutory
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 the Tilsons and the Tilsons hereby
subscribe to purchase 5,000 shares ("Shares") of beneficial interest of the
Xxxxxx Focus Fund, a series of the Trust, with a par value of $0.001 per Share,
at a price of ten dollars ($10.00) per each Share.
2. The Tilsons agree to pay $50,000 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. The Tilsons acknowledge that the Shares to be purchased hereunder
have not been 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. The Tilsons also understand that any resale of the Shares, or any part
thereof, may be subject to restrictions under the federal securities laws, and
that the Tilsons may be required to bear the economic risk of any investment in
the Shares for an indefinite period of time.
4. The Tilsons represent and warrant that (i) they are acquiring the
Shares solely for their own account and solely for investment purposes and not
with a view to the resale or disposition of all or any part thereof, and that
they have no present plan or intention to sell or otherwise dispose of the
Shares or any part thereof at any time in the near future and (ii) they are
knowledgeable and experienced with respect to the financial, tax, and business
ownership of the Shares and are capable of evaluating the risks and merits of
purchasing the Shares and can bear the economic risk of an investment in the
Shares for an indefinite period of time and can suffer the complete loss
thereof.
5. The Tilsons 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 22nd day of December, 2004.
/s/ Xxxxxx X. Xxxxxx
By: ________________________
Xxxxxx X. Xxxxxx
/s/ Xxxxx X. Xxxxxx
By: ________________________
Xxxxx X. Xxxxxx
Xxxxxx Investment Trust
/s/ Xxxxxxx X. Xxxxxx
By: _________________________
Xxxxxxx X. Xxxxxx
President
SUBSCRIPTION AGREEMENT
THIS AGREEMENT by and between Xxxxx X. Tongue ("Tongue"), a citizen and resident
of the State of New York and the Xxxxxx Investment Trust ("Trust"), a statutory
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 Tongue and Tongue hereby subscribes to
purchase 5,000 shares ("Shares") of beneficial interest of the Xxxxxx Focus
Fund, a series of the Trust, with a par value of $0.001 per Share, at a price of
ten dollars ($10.00) per each Share.
2. Tongue agrees to pay $50,000 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. Tongue acknowledges that the Shares to be purchased hereunder have
not been 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. Tongue also understands that any resale of the Shares, or any part
thereof, may be subject to restrictions under the federal securities laws, and
that Tongue may be required to bear the economic risk of any investment in the
Shares for an indefinite period of time.
4. Tongue represents and warrants that (i) he is acquiring the Shares
solely for his own account and solely for investment purposes and not with a
view to the resale or disposition of all or any part thereof, 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 and (ii) he is knowledgeable and
experienced with respect to the financial, tax, and business ownership of the
Shares and is capable of evaluating the risks and merits of purchasing the
Shares and can bear the economic risk of an investment in the Shares for an
indefinite period of time and can suffer the complete loss thereof.
5. Tongue agrees that he 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 17th day of December, 2004.
/s/ Xxxxx X. Tongue
By:
___________________________________
Xxxxx X. Tongue
Xxxxxx Investment Trust
/s/ Xxxxxxx X. Xxxxxx
By:
___________________________________
Xxxxxxx X. Xxxxxx
President
