Exhibit 99.B13
GE INSTITUTIONAL FUNDS
PURCHASE AGREEMENT
GE Institutional Funds, a business trust organized under the laws of the
State of Delaware (the "Trust"), and General Electric Capital Assurance Company
("GECA"), a corporation organized under the laws of the State of Delaware, agree
as follows:
1. OFFER AND PURCHASE.
The Trust offers to GECA, and GECA agrees to purchase, the number and
amount of Investment Class shares and Service Class shares (together, the
"Shares") shown on the Schedule attached to this Agreement, of the Emerging
Markets Fund, International Equity Fund, Mid-Cap Growth Fund, Premier Growth
Equity Fund, Value Equity Fund, U.S. Equity Fund, S&P 500 Index Fund, Strategic
Investment Fund, Income Fund and Money Market Fund, each a series of the Trust.
GECA acknowledges receipt from the Trust of the Shares and the Trust
acknowledges receipt from GECA of an aggregate of $100,091.00 in full payment
for the Shares.
2. REPRESENTATION BY GECA.
GECA represents and warrants to the Trust that the Shares are being
acquired for investment purposes and not with a view to resale or further
distribution.
3. REDUCTION OF REDEMPTION PROCEEDS.
GECA agrees that, if any of the Shares are redeemed before five years after
the effective date of the Trust's Registration Statement, the proceeds of the
redemption will be reduced by the unamortized portion of the organization
expenses in the same proportion as the number of Shares being redeemed bears to
the number of initial shares of the Funds outstanding at the time of the
redemption.
4. FILING OF CERTIFICATE OF TRUST.
The Trust represents that a copy of its Certificate of Trust dated as of
May 23, 1997, as amended from time to time, is on file with the Secretary of
State of the State of Delaware. The Trust represents that a copy of its
Declaration of Trust dated as if August 29, 1997, as amended from time to time,
is maintained by the Trust.
5. LIMITATION OF LIABILITY.
The Trust and GECA agree that the obligations of the Trust under this
Agreement will not be binding upon any of the Trustees, shareholders, nominees,
officers, employees or agents,
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whether past, present or future, of the Trust, individually, but are binding
only upon the assets and property of the Trust. The execution and delivery of
this Agreement have been authorized by the Trustees of the Trust, and signed by
an authorized officer of the Trust, acting as such, and neither the
authorization by the Trustees nor the execution and delivery by the officer will
be deemed to have been made by any of them individually or to impose any
liability on any of them personally, but will bind only the trust property of
the Trust. No series of the Trust will be liable for any claims against any
other series.
6. NO RIGHT OF ASSIGNMENT.
GECA's right under this Agreement to purchase the Shares is not assignable.
7. DATES.
This Agreement will become effective as of the date hereof.
IN WITNESS WHEREOF, the parties to this Agreement have executed this
Agreement as of the 8th day of October, 1997.
GE INSTITUTIONAL FUNDS
By: /s/ Xxxxxxx X. Xxxxxxxx
-----------------------------------
Name: Xxxxxxx X. Xxxxxxxx
Title: President
ATTEST:
/s/ Xxxxxx XxXxxxx
------------------------------
Xxxxxx XxXxxxx
GENERAL ELECTRIC CAPITAL ASSURANCE COMPANY
By: /s/ Xxxx X. Xxxxxxx
-----------------------------------
Name: Xxxx X. Xxxxxxx
Title: Vice President-Finance
ATTEST:
/s/ Xxxxxxx Xxxxxx
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Xxxxxxx Xxxxxx
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SCHEDULE
Amount of Amount of Price
Name of Fund Investment Class Shares Service Class Shares per Share Total
------------ ----------------------- -------------------- --------- -----
Emerging Markets Fund 1,000 1 $10.00 $ 10,010
International Equity Fund 1,000 1 $10.00 $ 10,010
Mid-Cap Growth 1,000 1 $10.00 $ 10,010
Premier Growth Equity Fund 1,000 1 $10.00 $ 10,010
Value Equity Fund 1,000 1 $10.00 $ 10,010
U.S. Equity Fund 1,000 1 $10.00 $ 10,010
S&P 500 Index Fund 1,000 1 $10.00 $ 10,010
Strategic Investment Fund 1,000 1 $10.00 $ 10,010
Income Fund 1,000 1 $10.00 $ 10,010
Money Market Fund 10,000 1 $ 1.00 $ 10,001
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Total $100,091
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