CONTRIBUTION AGREEMENT
THIS AGREEMENT, made this 30th day of December, 1987, by and
between the CARILLON INVESTMENT TRUST ("Trust"), a business trust
organized under the laws of the Commonwealth of Massachusetts and
THE UNION CENTRAL LIFE INSURANCE COMPANY ("Investor"), a
Corporation organized under the laws of the State of Ohio.
WITNESSETH:
WHEREAS, the Trust has registered under the Investment
Company Act of 1940 ("Act") as an open-end diversified management
investment company with multiple investment series; and WHEREAS,
the Trust desires to secure its initial capitalization from
Investor as required by Section 14(a) of the Act; and
WHEREAS, Investor desires to invest in shares of the Trust
and desires to facilitate the organization and initial
capitalization of the Trust;
NOW THEREFORE, in consideration of the foregoing and of the
mutual covenants and conditions contained herein, the parties
hereto agree as follows:
1. Investor hereby agrees to purchase from the Trust, and the
Trust hereby agrees to sell to Investor, one million shares of
beneficial interest of each of the three investment series of the
Trust at net asset value (to be established by such purchase at
$10.00 per share), in the total amount of $30,000,000.
2. The Investor hereby agrees that it is purchasing these shares
for investment purposes with no present intention of reselling or
redeeming said shares. Investor agrees that in no case may it
sell or redeem its shares if a result thereof the total capital
of any investment series of the Trust would be less than
$100,000, so long as the Trust shall continue to offer its shares
to the public.
3. The shares so purchased by Investor shall share pro rata in
the investment performance of the Trust and shall be subject to
the same valuation procedures as are other shares of the Trust.
4. Investor agrees that its interest in the Trust as a result of
the purchase referred to in paragraph 1 hereof shall be neither
senior nor subordinate to the interests of any other beneficial
shareholders and that, in the event of liquidation of the Trust,
however, occurring, Investor shall have no preferential rights of
any kind over such other beneficial shareholders, but shall share
ratably with them.
5. This Agreement may be amended from time to time by the mutual
agreement and consent of the parties hereto, provided that such
amendment shall not adversely affect the restrictions against
resale during the existence of an offering.
6. All questions with respect to the construction of this
Agreement and the rights and liabilities of the parties shall be
determined in accordance with the laws of the State of Ohio.
IN WITNESS WHEREOF, the parties hereto have caused this
agreement to be duly executed, and attested on this 30th day of
December, 1987.
CARILLON INVESTMENT TRUST
By: /s/ Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx, President
Attest: /s/ Xxxx X. Xxxxxxxx
THE UNION CENTRAL LIFE INSURANCE COMPANY
By: /s/ Xxxxxxx X. Xxxxxxxx
Xxxxxxx X. Xxxxxxxx, President
Attest: /s/ Xxxx X. Xxxxxxxx