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Exhibit 13
SHARE PURCHASE AGREEMENT
Seneca Funds (the "Trust Funds"), a Delaware business trust, and GMG/Seneca
Capital Management, L.P. ("GMG/Seneca"), a California limited partnership hereby
agree with each other as follows:
1. The Trust hereby offers GMG/Seneca and GMG/Seneca hereby purchases 2,500
Series A units of beneficial interest (representing 1,250 Administrative class
share and 1,250 Institutional class share interests in the Seneca Growth Fund),
2,500 Series B units of beneficial interest (representing 1,250 Administrative
class share and 1,250 Institutional class share interests in the Seneca Mid-Cap
Growth Series Fund), 2,500 Series C units of beneficial interest (representing
1,250 Administrative class share and 1,250 Institutional class share interests
in the Seneca Bond Fund), and 2,500 Series D units of beneficial interest
(representing 1,250 Administrative class share and 1,250 Institutional class
share interests in the Seneca Real Estate Fund) in the Trust (such 10,000 units
of beneficial interest being hereinafter collectively known as "Shares") at a
price of $10.00 per share. GMG/Seneca hereby acknowledges purchase of the Shares
and the Trust hereby acknowledges receipt from GMG/Seneca of funds in the amount
of $100,000 in full payment for the Shares.
2. GMG/Seneca represents and warrants to the Trust that the Shares are being
acquired for investment purposes and not with a view to the distribution
thereof.
3. GMG/Seneca agrees that if it or any direct or indirect transferee of any of
the Shares redeems any of the Shares prior to the second anniversary of the date
the Trust begins its investment activities, GMG/Seneca will pay to the Trust an
amount equal to the number resulting from multiplying the Trust's total
unamortized organizational expenses by a fraction, the numerator of which is
equal to the number of Shares redeemed by GMG/Seneca or such transferee and the
denominator of which is equal to the number of Shares outstanding as of the date
of such redemption, as long as the administrative position of the staff of the
Securities and Exchange Commission requires such reimbursement.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the
28th day of February 1996.
SENECA FUNDS
By:/s/Xxxx X. Seneca
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Xxxx X. Seneca
President
GMG/SENECA CAPITAL MANAGEMENT, L.P.
By:/s/Xxxx X. Seneca
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Xxxx X. Seneca
General Partner
