Exhibit 13(d)
PURCHASE AGREEMENT
The Xxxxx Fund (the "Fund"), an unincorporated business trust organized
under the laws of the Commonwealth of Massachusetts, and Xxxx Xxxxx Management,
Inc. ("Xxxxx"), hereby agree as follows:
1. The Fund hereby offers Xxxxx and Xxxxx hereby purchases one
(1) share of beneficial interest of the Fund, par value $.001 per share
(the "Share"), consisting of one (1) Share in the Xxxxx Small
Capitalization Portfolio, at a price of $10.00 per share. Xxxxx hereby
acknowledges receipt of the Share acquired in the Portfolio and the Fund
hereby acknowledges receipt from Xxxxx of $10.00 in full payment for the
Share.
2. Xxxxx represents and warrant to the Fund that the
Share is being acquired for investment purposes and not for the
purpose of distribution.
3. Xxxxx agrees that if it redeems the Share before five years
after the date of this Agreement, it will pay to the Fund an amount that
is equal to the number resulting from multiplying the Fund's total
unamortized organizational expenses allocable to the Portfolio by a
fraction, the numerator of which is equal to the number of Shares of the
Portfolio redeemed and the denominator of which is equal to the
aggregate number of Shares of the Portfolio outstanding at the time of
such redemption.
4. The Fund represents that a copy of its Agreement and
Declaration of Trust, dated March 10, 1986, together with all amendments
thereto, is on file in the office of the Secretary of the Commonwealth
of Massachusetts.
5. This Agreement has been executed on behalf of the Fund by the
undersigned officer of the Fund in his capacity as an officer of the
Fund. The obligations of this Agreement shall be binding upon the assets
and property of the Fund only and shall not be binding upon any Trustee,
officer or shareholder of the Fund individually.
IN WITNESS WHEREOF, the parties hereto have executed this
Agreement as of the _________ day of ________________, 1986.
THE XXXXX FUND
By: ____________________
ATTEST:
________________________
XXXX XXXXX MANAGEMENT, INC.
By: ____________________
ATTEST:
________________________
