STOCK SUBSCRIPTION AGREEMENT
Agreement between AAL Variable Product Series Fund, Inc., a Maryland corporation
and open-end investment company (hereinafter the "FUND"), and Aid Association
for Lutherans, a Wisconsin corporation (hereinafter "AAL").
In consideration of the mutual promises set forth herein, and other good and
valuable consideration, the parties agree as follows:
1. The FUND agrees to sell to AAL, and AAL agrees to purchase, shares
equal to the following dollar amount for each portfolio:
AAL Variable Product Money Market Portfolio $2,000,000.00
AAL Variable Product Bond Portfolio $5,000,000.00
AAL Variable Product Balanced Portfolio $12,500,000.00
AAL Variable Product Large Company Stock Portfolio $7,500,000.00
AAL Variable Product Small Company Stock Portfolio $5,000,000.00
2. The initial net asset value per share for each of the portfolios (other
than the AAL Variable Product Money Market Portfolio) will be $10.00.
The initial net asset value per share for the AAL Variable Product
Money Market Portfolio will be $1.00.
3. AAL hereby represents that it is purchasing the shares solely for its
own account and solely for investment purposes without any present
intent of distributing or reselling said shares. AAL further represents
that disposition of said shares will only be by direct redemption to or
repurchase by the FUND.
4. AAL acknowledges that the shares will not have been registered under
any state or federal securities laws at the time of the transaction and
that, therefore, the Fund will be relying on certain exemptions therein
from such registration requirements, including exemptions dependent on
the intent of the undersigned in acquiring the shares.
5. AAL hereby agrees that the FUND shares purchased pursuant to this
Agreement will not be redeemed until the occurrence of either of the
following events: (1) the passage of one year from the date of AAL's
investment; or (2) such time as the total net assets for each portfolio
equal or exceed the amounts specified below:
AAL Variable Product Money Market Portfolio $25,000,000.00
AAL Variable Product Bond Portfolio $50,000,000.00
AAL Variable Product Balanced Portfolio $100,000,000.00
AAL Variable Product Large Company Stock Portfolio $50,000,000.00
AAL Variable Product Small Company Stock Portfolio $50,000,000.00
AAL further agrees to provide the applicable portfolio with at least 10
days' advance written
Stock Subscription, page 2
notice of any intended redemption and agree that it will work with the
portfolio with respect to the amount of such redemption so as not to
place a burden on the portfolio and to facilitate normal portfolio
management of the portfolio.
In witness whereof, the parties hereto have executed this Agreement by their
duly authorized representatives this 6th day of October, 1994.
AAL VARIABLE PRODUCT SERIES FUND, INC. AID ASSOCIATION FOR LUTHERANS
/s/ D. Xxxxxxx XxXxxxx /s/ Xxxxxxx X. Xxxxxxxxx
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D. Xxxxxxx XxXxxxx Xxxxxxx X. Xxxxxxxxx
President President and Chief Executive Officer
Attest /s/ Xxxx X. Xxxxx-Xxxxxxx Attest /s/ X. X. Xxxxxxx
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Xxxx X. Xxxxx-Xxxxxxx X.X. Xxxxxxx
Assistant Secretary Secretary
