Exhibit (l)(12)
Purchase Agreement
Firstar Funds, Inc., a Wisconsin corporation (the "Company"), and
Quasar Distributors, LLC ("Quasar") hereby agree as follows:
1. The Company hereby offers Quasar and Quasar hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Ohio Tax-Exempt Money Market Fund - Institutional and
one share of beneficial interest of the Ohio Tax-Exempt Money Market Fund -
Series A.
2. The Company hereby offers Quasar and Quasar hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Missouri Tax-Exempt Bond Fund - Institutional, one
share of beneficial interest of the Missouri Tax-Exempt Bond Fund - Series A,
one share of beneficial interest of the Missouri Tax-Exempt Bond Fund - Series
B, and one share of beneficial interest of the Missouri Tax-Exempt Bond Fund -
Series Y.
3. The Company hereby offers Quasar and hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Strategic Income Fund - Institutional, one share of
beneficial interest of the Strategic Income Fund - Series A, one share of
beneficial interest of the Strategic Income Fund - Series B, and one share of
beneficial interest of the Strategic Income Fund - Series Y.
4. The Company hereby offers Quasar and hereby purchases, in
consideration for consideration for the payment set forth on Exhibit 1 hereto,
one share of beneficial interest of the Equity Income Fund - Institutional, one
share of beneficial interest of the Equity Income Fund - Series A, one share of
beneficial interest of the Equity Income Fund - Series B, and one share of
beneficial interest of the Equity Income Fund - Series Y.
5. The Company hereby offers Quasar and Quasar hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Relative Value Fund - Institutional, one share of
beneficial interest of the Relative Value Fund - Series A, one share of
beneficial interest of the Relative Value Fund - Series B, and one share of
beneficial interest of the Relative Value Fund - Series Y.
6. The Company hereby offers Quasar and hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Large Cap Growth Fund - Institutional, one share of
beneficial interest of the Large Cap Growth Fund - Series A, one share of
beneficial interest of the Large Cap Growth Fund - Series B, and one share of
beneficial interest of the Large Cap Growth Fund - Series Y.
7. The Company hereby offers Quasar and hereby purchases, in
consideration for consideration for the payment set forth on Exhibit 1 hereto,
one share of beneficial interest of the Science & Technology Fund -
Institutional, one share of beneficial
interest of the Science & Technology Fund -Series A, one share of beneficial
interest of the Science & Technology Fund -Series B, and one share of beneficial
interest of the Science & Technology Fund -Series Y.
8. The Company hereby offers Quasar and Quasar hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the REIT Fund - Institutional, one share of beneficial
interest of the REIT Fund - Series A, one share of beneficial interest of the
REIT Fund - Series B, and one share of beneficial interest of the REIT Fund -
Series Y.
9. The Company hereby offers Quasar and hereby purchases, in
consideration for the payment set forth on Exhibit 1 hereto, one share of
beneficial interest of the Small Cap Index Fund - Institutional, one share of
beneficial interest of the Small Cap Index Fund - Series A, one share of
beneficial interest of the Small Cap Index Fund - Series B, and one share of
beneficial interest of the Small Cap Index Fund - Series Y.
10. The Company hereby offers Quasar and hereby purchases, in
consideration for consideration for the payment set forth on Exhibit 1 hereto,
one share of beneficial interest of the Global Equity Fund - Institutional and
one share of beneficial interest of the Global Equity Fund - Series Y.
11. Quasar acknowledges that the shares purchased hereunder have not
been registered under the federal securities laws and that the Company is
relying on certain exemptions from such registration requirements. Quasar
represents and warrants that it is acquiring such shares solely for investment
purposes and that Quasar has no present intention to redeem, sell or otherwise
dispose of the shares.
12. This Agreement shall be governed by the law of the State of
Wisconsin. Firstar Funds is a corporation organized under the laws of Wisconsin
and under Articles of Incorporation, to which reference is hereby made and a
copy of which is on file at the office of the Secretary of State of Wisconsin as
required by law, and to any and all amendments thereto so filed or hereafter
filed.
2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the 11th day of December, 2000.
(SEAL)
FIRSTAR FUNDS, INC.
By:
Name: /s/ Xxxxxx Xxxxxxxxx
-------------------------------
Title: Assistant Treasurer
-------------------------------
QUASAR DISTRIBUTORS, LLC
By:
Name: /s/ Xxxxx X. Xxxxxxxxx
-------------------------------
Title: President
-------------------------------
3
Exhibit 1
---------
(Payment for one Share by Quasar Distributors, LLC)
Ohio Tax-Exempt Money Market Fund - Institutional $ 1.00
Ohio Tax-Exempt Money Market Fund - Retail A $ 1.00
Missouri Tax-Exempt Bond Fund - Institutional $ 11.73
Missouri Tax-Exempt Bond Fund - Retail A $ 11.72
Missouri Tax-Exempt Bond Fund - Retail B $ 11.71
Missouri Tax-Exempt Bond Fund - Y $ 11.72
Strategic Income Fund - Institutional $ 8.55
Strategic Income Fund - Retail A $ 8.55
Strategic Income Fund - Retail B $ 8.55
Strategic Income Fund - Y $ 8.55
Equity Income Fund - Institutional $ 6.55
Equity Income Fund - Retail A $ 6.54
Equity Income Fund - Retail B $ 6.51
Equity Income Fund - Y $ 6.56
Relative Value Fund - Institutional $ 28.16
Relative Value Fund - Retail A $ 28.11
Relative Value Fund - Retail B $ 28.01
Relative Value Fund - Y $ 28.11
Large Cap Growth Fund - Institutional $ 24.11
Large Cap Growth Fund - Retail A $ 24.01
Large Cap Growth Fund - Retail B $ 24.01
Large Cap Growth Fund - Y $ 24.01
Science & Technology Fund - Institutional $ 17.80
Science & Technology Fund - Retail A $ 17.69
Science & Technology Fund - Retail B $ 17.62
Science & Technology Fund - Y $ 17.69
REIT Fund - Institutional $ 9.09
REIT Fund - Retail A $ 9.12
REIT Fund - Retail B $ 9.12
REIT Fund - Y $ 9.12
Small Cap Index Fund - Institutional $ 10.98
Small Cap Index Fund - Retail A $ 10.97
Small Cap Index Fund - Retail B $ 10.97
Small Cap Index Fund - Y $ 10.93
Global Equity Fund - Institutional $ 12.43
Global Equity Fund - Y $ 12.43
Total consideration for one share of each series $493.73
2