PURCHASE AGREEMENT
AGREEMENT dated this 19th day of July, 1988, by and between NCC Funds
(the "Fund"), a Massachusetts business trust, and ▇▇▇▇▇▇▇▇ & Company Securities,
Inc. ("McDonald"), an Ohio Corporation.
WHEREAS, pursuant to a Purchase Agreement dated December 11, 1986,
McDonald agreed to purchase one (1) share of Class D shares of beneficial
interest (no par value per share) of the Fund at a price of $1.00 per share.
WHEREAS, in anticipation of the public offering of the Class D shares,
McDonald has agreed to purchase additional Class D shares as follows:
1. The Fund hereby offers McDonald and McDonald hereby purchases
16,766 Class D shares of beneficial interest (no par value per share) at a price
of $1.00 per share.
2. McDonald hereby acknowledges receipt of one certificate
representing 16,767 of the Fund's Class D shares of beneficial interest, and the
Fund hereby acknowledges receipt from McDonald of funds in the amount of $16,767
in full payment for the 16,766 shares purchased pursuant to this Agreement and
the (1) share purchase pursuant to the Purchase Agreement dated December 11,
1986 (collectively, the "Shares").
3. McDonald represents and warrants to the Fund that the Shares
are being acquired for investment purposes and not with a view to the
distribution thereof.
4. McDonald agrees that if it or any direct or indirect
transferee of any of the Shares redeems any of the Shares prior to the fifth
anniversary of the date the Fund begins its investment activities, McDonald 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 rdeemed by McDonald 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.
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 19th day of July, 1988.
NCC FUNDS
Attest:
/s/ ▇▇▇▇▇▇▇ Villin By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
------------------------- -----------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President
▇▇▇▇▇▇▇▇ & COMPANY
SECURITIES, INC.
Attest:
[Illegible] By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------- -----------------------------------
