Exhibit 13(b)
XXXXXX BROTHERS FUNDS, INC.
PURCHASE AGREEMENT
Xxxxxx Brothers Funds, Inc. (the "Company"), a Maryland corporation, and
Xxxxxx Brothers Inc. (the "Distributor"), hereby agree as follows:
The Company hereby offers the Distributor and the Distributor hereby
purchases (a) 1 share of each of the Company's Xxxxxx Brothers Daily Income
Fund CDSC Shares and Xxxxxx Brothers Municipal Income Fund CDSC Shares, each
with par value of $.001 per share (the "New Classes"), at the price of $1.00
per share, and (b) one share of Xxxxxx Selected Growth Stock Portfolio
("Selected Growth"), with par value of $.001 per share, at the price of $10.00
per share, for a total of three (3) shares (the "Shares"). The Shares are the
"initial shares" of Selected Growth or the New Classes, as the case may be.
The Distributor hereby acknowledges receipt of a purchase confirmation
reflecting the purchase of three (3) Shares, and the Company hereby
acknowledges receipt from the Distributor of funds in the amount of $12.00 in
full payment for the Shares.
The Distributor represents and warrants to the Company that the Shares
are being acquired for investment purposes and not for the purpose of
distribution.
The Distributor agrees that if it or any direct or indirect transferee
of the Shares redeems the Shares prior to the fifth anniversary of the date
that the Company begins its investment activities, the Distributor will pay to
the Company an amount equal to the number resulting from multiplying the
Company's total unamortized organizational expenses by a fraction, the
numerator of which is equal to the number of Shares redeemed by the
Distributor 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.
The Company represents that a copy of its Amended Articles of
Incorporation is on file in the Office of the Secretary of the State of
Maryland.
This Agreement has been executed on behalf of the Company by the
undersigned officer of the Company in his capacity as an officer of the
Company. The obligations of this Agreement shall be binding only upon the
assets and property of each individual Portfolio and not upon the assets and
property of any other portfolio of the Company and shall not be binding upon
any Director, officer or shareholder of a Portfolio or the Company
individually.
This agreement shall be governed by, and construed and interpreted in
accordance with, the law of the State of New York.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the 4th day of April, 1994.
XXXXXX BROTHERS FUNDS, INC.
Attest:
____________________________ By: _____________________________
Name:
Title:
Attest: XXXXXX BROTHERS INC.
____________________________ By: _____________________________
Name:
Title:
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