1
Exhibit 13
ICM SERIES TRUST
ICM/ISABELLE SMALL-CAP VALUE FUND
PURCHASE AGREEMENT
ICM Series Trust (the "Trust"), a Massachusetts business Trust, on behalf
of the ICM/Isabelle Small-Cap Value Fund (the "Fund"), and Xxxxxx X. Xxxxxxxx
and Xxxxxxx X. Xxxxxxx (collectively, the "Purchasers") hereby agree as follows:
1. The Trust hereby offers to the Purchasers and the Purchasers
hereby agree to purchase that number of Investment Class shares
set forth next to each Purchaser's name on Addendum A to this
Purchase Agreement at $10.00 per share (hereafter "Shares"). The
Shares are the "initial shares" of the Fund. Fifth Third Bank
hereby acknowledges receipt of a purchase confirmation reflecting
the purchase of the Shares, and the Trust hereby acknowledges
receipt from the Purchasers of funds in the aggregate amount of
$100,000 in full payment for the Shares.
2. Each of the Purchasers represent and warrant to the Trust that
the Shares are being acquired for investment purposes and not for
the purpose of distribution.
3. Each of the Purchasers agree that if either of them or any direct
or indirect transferee of the Shares held by them redeems the
Shares prior to the fifth anniversary of the date that the Fund
begins its investment activities, the redemption proceeds payable
to such Purchaser or such transferee will be reduced by an amount
equal to the number resulting from multiplying the Fund's total
unamortized costs by a fraction, the numerator of which is equal
to the number of Shares redeemed by such Purchaser or such
transferee and the denominator of which is equal to the number of
Shares of the Fund 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 Trust represents that a copy of its Declaration of Trust is
on file at the Secretary of State's office.
5. This Agreement has been executed on behalf of the Trust by the
undersigned officer of the Trust in his capacity as an officer of
the Trust. The obligations of this Agreement shall be binding
only upon the assets and property of the Fund and shall
2
not be binding upon any individual Trustee, officer or
shareholder of the Fund or the Trust.
6. This Agreement shall be governed by, and construed and
interpreted in accordance with, the laws of the Commonwealth of
Massachusetts.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the ______ day of February, 1998.
Attest: ICM SERIES TRUST
_________________________ By:______________________________
Name:____________________________
Title:_____________________________
Attest: Xxxxxx X. Xxxxxxxx,
XXX Account, U.S. Clearing Custodian
_________________________ By:___________________________
Xxxxxx X. Xxxxxxxx
Attest:
_________________________ _________________________________
Xxxxxxx X. Xxxxxxx
2
3
ADDENDUM A TO PURCHASE AGREEMENT
PURCHASER NUMBER OF SHARES TOTAL PURCHASE PRICE
Xxxxxx X. Xxxxxxxx 6,500 65,000
Xxxxxxx X. Xxxxxxx 3,500 35,000
3
