AGREEMENT RELATING TO INITIAL CAPITAL
__________,
0000
Xxxxxxxx
Trust
000
Xxxxxxxx
Xxxxxxxxxx,
XX 00000
Ladies
and Gentlemen:
In
conjunction with the purchase by ___________________ (the "Purchaser") of 10,000
shares of beneficial interest of the Broadway Trust (the "Shares"), the
Purchaser hereby represents that it is acquiring the Shares for investment
with
no intention of reselling or otherwise distributing the Shares. The Purchaser
hereby further agrees that any transfer of any of the Shares or any interest
therein shall be subject to the following conditions:
1.
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The
Purchaser shall furnish you and counsel satisfactory to you prior
to the
time of transfer, a written description of the proposed transfer
specifying its nature and consequence and giving the name of the
proposed
transferee.
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2.
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You
shall have obtained from your counsel a written opinion stating whether
in
the opinion of such counsel the proposed transfer may be effected
without
registration under the Securities Act of 1933. If such opinion states
that
such transfer may be so effected, the Purchaser shall then be entitled
to
transfer the Shares in accordance with the terms specified in its
description of the transaction to you. If such opinion states that
the
proposed transfer may not be so effected, the Purchaser will not
be
entitled to transfer the Shares unless the Shares are
registered.
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The
Purchaser hereby authorizes you to take such action as you shall reasonably
deem
appropriate to prevent any violation of the Securities Act of 1933 in connection
with the transfer of the Shares, including the imposition of a requirement
that
any transferee of the Shares sign a letter agreement similar to this one.
Very
truly yours,
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_______________________
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_______________________
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By:
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Its:
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