Exhibit 99.B13(b)
PURCHASE AGREEMENT
CFB MarketWatch Funds (the "Company"), a Massachusetts trust with
transferable shares, and Winsbury Associates, an Ohio partnership ("Winsbury
Associates"), hereby agree with each other as follows:
1. The Company hereby offers Winsbury Associates and Winsbury
Associates hereby purchases 12,000 Class A-1 shares of beneficial interest in
the Company at a price of $1.00 per share, and 3,700 Class B-1 shares, 1,000
Class C-1 shares, 3,700 Class D-1 shares and 400 Class E-1 shares at a price
of $10.00 per share (collectively, the "Shares"). Winsbury Associates hereby
acknowledges purchase of the Shares and the Company hereby acknowledges
receipt from Winsbury Associates of funds in the amount of $100,000 in full
payment for the Shares.
2. Winsbury Associates represents and warrants to the Company that
the Shares are being acquired for investment purposes and not with a view to
the distribution thereof.
3. Costs incurred by the Company in connection with its organization,
registration and the initial public offering of Shares have been deferred and
will be amortized over a period of twenty-four months from commencement of
operations. In the event that any of the Shares purchased by Winsbury
Associates hereunder are redeemed by any holder thereof during the period
that the costs incurred by the Company in connection with its organization,
registration and initial public offering are being amortized by the Company,
the Company is authorized to reduce the redemption proceeds to cover any
unamortized organizational expenses in the same proportion as the number of
initial Shares of the class being redeemed bears to the number of initial
Shares of such class outstanding at the time of redemption. If, for any
reason, said reduction of redemption proceeds is not in fact made by the
Company in the event of such a redemption, Winsbury Associates agrees to
reimburse the Company immediately for any unamortized organizational expenses
in the proportion stated above.
4. The names "CFB MarketWatch Funds" and "Trustees of CFB MarketWatch
Funds" refer respectively to the trust created and the Trustees, as trustees
but not individually or personally, acting from time to time under a
Declaration of Trust dated June 4, 1992 which is hereby referred to and a
copy of which is on file at the office of the State Secretary of the
Commonwealth of Massachusetts and at the principal office of the Company. The
obligations of "CFB MarketWatch Funds" entered into in the name or on behalf
thereof by any of the trustees, representatives or
agents are made not individually, but in such capacities, and are not binding
upon any of the trustees, shareholders or representatives of the Company
personally, but bind only the assets of the trust, and all persons dealing
with any class of shares of the Company must look solely to the assets of the
trust belonging to such class for the enforcement of any claims against the
Company.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
as of the 15th day of January, 1993.
CFB MARKETWATCH FUNDS
By: /s/ Xxxx X. Xxxxxxxxxx
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Title: President
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WINSBURY ASSOCIATES
By: /s/ Xxxxxxx X. Quintinz
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Title: Partner
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