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Exhibit 13(b)
PURCHASE AGREEMENT
XX Xxxxxx Trust Funds (the "Company"), a Massachusetts Business Trust,
and Shearson Xxxxxx Xxxxxx, Inc. ("Shearson") a Delaware Corporation, hereby
agree as follows:
1. The Company hereby offers Shearson and Shearson hereby purchases one
(1) share, without par value, at $10.00 per share in each of the Company's GW
Corporate Income Fund, GW National Municipal Income Fund, GW Equity Opportunity
Fund and GW Strategic International Fund (individually, a "Portfolio" and
collectively, the "Portfolios"). Each share is the "initial share" of the
Portfolio. Shearson hereby acknowledges receipt of a purchase confirmation
reflecting the purchase of four (4) shares, and the Company hereby acknowledges
receipt from Shearson of funds in the amount of $40.00 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 prior to the fifth anniversary of
the date the Company begins its investment activities, Shearson 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 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 Master Trust Agreement,
dated February 22, 1989, 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 his capacity as an officer of the Company.
The obligations of this Agreement shall be binding only upon the assets and
property of the Portfolios and not upon the assets and property of any other
portfolio of the Company and shall not be binding upon any Trustee, officer or
shareholder of the Portfolio and/or the Company individually.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the 6th day of July, 1990.
XX XXXXXX TRUST FUNDS
Attest:
/s/ [SIG] By: /s/ XXXXXXXX XXXXXXXX
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(SEAL) SHEARSON XXXXXX XXXXXX, INC.
Attest:
/s/ [SIG] By: /s/ [SIG]
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