Exhibit No. 13
PURCHASE AGREEMENT
Xxxxxx, Xxxxxxx Investment Trust II, a business trust organized under
the laws of the Commonwealth of Massachusetts (the "Trust"), and Xxxxxx Peabody
Asset Management, Inc. ("KPAM"), a corporation organized under the laws of the
State of Delaware, agree as follows:
1. Offer and Purchase.
The Trust offers KPAM and KPAM purchases (1) 139 Class A shares, par
value of $.001 per share, (2) 139 Class B shares, par value of $.001 per share,
and (3) 139 Class C shares, par value $.001 per share (collectively, the
"Shares"), of Xxxxxx, Xxxxxxx Emerging Markets Equity Fund (the "Fund"), a
series of the Trust, at a price of $12.00 per Share. KPAM acknowledges receipt
of the Shares, and the Trust acknowledges receipt from KPAM of $5,004 in full
payment for the Shares.
2. Representation by KPAM.
KPAM represents and warrants to the Trust that the shares are being
acquired for investment purposes and not with a view to resale or further
distribution.
3. Reduction of Redemption Proceeds.
KPAM agrees that, if any of the Shares are redeemed before five years
after the date of this Agreement by KPAM or by any other holder, the proceeds of
the redemption will be reduced by the unamortized portion of the organization
expenses attributable to the class of shares that has been redeemed in the same
proportion as the number of shares being redeemed bears to the number of initial
shares of the Fund of that class of shares outstanding at the time of the
redemption.
4. Filing of Declaration of Trust.
The Trust represent that a copy of its Declaration of Trust dated as of
August 10, 1992, as amended from time to time (the "Declaration of Trust"), is
on file with the Secretary of the Commonwealth of Massachusetts and with the
Boston City Clerk.
5. Limitation of Liability.
The Trust and KPAM agree that the obligations of the Trust under this
Agreement will not be binding upon any of the Trustees, shareholders, nominees,
officers, employees or agents, whether past, present or future, of the Trust,
individually, but are binding only upon the assets and property of the Trust, as
provided in the Declaration of Trust. The execution and delivery of this
Agreement have been authorized by the Trustees of the Trust, and signed by an
authorized officer of the Trust, acting as such, and neither the authorization
by the Trustees nor the execution and delivery by the officer will be deemed to
have been made by any of them
individually or to impose any liability on any of them personally, but will
bind only the trust property of the Trust as provided in the Declaration of
Trust. No series of the Trust, including the Fund, will be liable for any
claims against any other series
6. Dates.
The Agreement has been executed by the Trust and KPAM as of November
10, 1993.
XXXXXX, PEABODY INVESTMENT TRUST II
By: /s/ Xxxxxxxx X. Xxxxxx
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XXXXXX PEABODY ASSET MANAGEMENT, INC.
By: /s/ Xxxxxxxx X. Xxxxxx
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