Exhibit (13)(b)
PURCHASE AGREEMENT
The Galaxy Fund (the "Company"), a Massachusetts Business Trust, and
Shearson Xxxxxx Brothers ("Shearson") a Delaware corporation, hereby agree as
follows:
1. The Company hereby offers Shearson and Shearson hereby purchases
ten (10) shares, at $1.00 per share, in the Company's Treasury Fund and, one (1)
share, at $10.00 per share, in each of the Company's High Quality Bond Fund,
Equity Income Fund, Equity Growth Fund, and International Equity Fund (each of
the aforementioned funds shall be referred to herein individually as a "Fund"
and collectively as the "Funds"). Each share is the "initial share" of the
Fund. Shearson hereby acknowledges receipt of a purchase confirmation
reflecting the purchase of fourteen (14) shares, and the Company hereby
acknowledges receipt from Shearson of funds in the amount of $50.00 in full
payment for the shares.
2. Shearson represents and warrants to the Company that the shares
are being acquired for investment purposes and not for the purpose of
distribution.
3. Shearson agrees that if it or any direct or indirect transferee
of any of the shares redeems any of the shares of the Funds prior to the fifth
anniversary of the date the Funds begin investment activities, Shearson will pay
to the Company an amount equal to the number resulting from multiplying the
Fund's total unamortized organizational expenses by a fraction, the numerator of
which is equal to the number of shares redeemed by Shearson 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.
4. The Company represents that a copy of its Declaration of Trust,
dated March 31, 1986, together with all amendments thereto, is on file in the
office of the Secretary of the Commonwealth of Massachusetts.
5. This Agreement has been executed on behalf of the Company by the
undersigned officer of the Company in her capacity as an Officer of the Company.
The obligations of this Agreement shall be binding only upon the assets and
property of the Funds and not upon the assets and the property of any other
portfolio of the Company and shall not be binding upon any Trustee, officer or
shareholder of the Funds and/or the Company individually.
IN WITNESS WHEREOF, the parties hereto have executed this agreement as
of the 11th day of October, 1990.
Attest: THE GALAXY FUND
/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxxxx X. Bishmin
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(SEAL)
Attest: SHEARSON XXXXXX BROTHERS
/s/ Xxxxx X. Xxxxxxxx By: /s/ Illegible
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