1
EXHIBIT 13
PURCHASE AGREEMENT DATED JULY 18, 0000
XXXXXXX XXXXXXXXXX AND PHYSICIANS INSURANCE COMPANY OF OHIO
2
Exhibit 13
PURCHASE AGREEMENT
------------------
The Helmsman Fund (the "Fund"), a Massachusetts business trust, and
Physicians Insurance Company of Ohio ("PICO"), an Ohio corporation, hereby agree
with each other as follows:
1. The Fund hereby offers PICO and PICO hereby purchases 90,000 Series
A units of beneficial interest and 10,000 Series B units of beneficial interest
of the Fund (such units of beneficial interest being hereinafter collectively
known as "Shares") at a price of $1.00 per Share. PICO hereby acknowledges
purchase of the Shares and the Fund hereby acknowledges receipt from PICO of
funds in the amount of $100,000 in full payment for the Shares.
2. PICO represents and warrants to the Fund that the Shares are being
acquired for investment purposes and not with a view to the distribution
thereof.
3. PICO agrees that if it or any direct or indirect transferee of any
of the Shares redeems any of the Shares prior to the second anniversary of the
date the Fund begins it investment activities, PICO will pay to the Fund an
amount equal to the number resulting from multiplying the Fund's total
unamortized organizational expenses by a fraction, the numerator of which is
equal to the number of Shares redeemed by PICO 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.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the 18th day of July, 1985.
Attest: THE HELMSMAN FUND
/s/ Xxxx Xxxxxxxx By: /s/
----------------------- ---------------------------------------
(SEAL)
Attest: PHYSICIANS INSURANCE COMPANY OF OHIO
/s/ Xxxx X. Xxxxxx By: /s/
----------------------- ---------------------------------------
Executive Vice President