PURCHASE AGREEMENT
AGREEMENT dated this _______ day of _________, 1994, by and between
NCC Funds (the "Fund"), a Massachusetts business trust, and Allmerica
Investments, Inc. ("Allmerica"), a Massachusetts Corporation.
1. The Fund hereby offers Allmerica and Allmerica hereby purchases one
Class L share of beneficial interest (no par value per share) representing
interests in the Fund's National Tax Exempt Portfolio at a price of $10 per
share (collectively known as "Shares").
2. Allmerica hereby acknowledges receipt of ___________________
Shares. The Fund hereby acknowledges receipt from Allmerica of funds in the
amount of $____________ for such Shares.
3. Allmerica represents and warrants to the Fund that the Shares are
being acquired for investment purposes and not with a view to the distribution
thereof.
5. The names "NCC Funds" and "Trustees of NCC 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 as of January 28, 1986 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 Trust. The obligations of "NCC
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
Trust personally, but bind only the Trust Property, and all persons dealing with
any class of shares of the Trust must look solely to the Trust Property
belonging to such class for the enforcement of any claims against the Trust.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the ___day of ______________, 1994.
NCC FUNDS
Attest:
By:
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Xxxxxxx X. Xxxxxx, President
ALLMERICA INVESTMENTS, INC.
Attest:
By:
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