AMENDMENT NO. 2
TO CO-ADMINISTRATION AGREEMENT
AMENDMENT NO. 2, made as of the 1st day of September, 2002, to the
Co-Administration Agreement, as amended (the "Agreement"), dated August 15, 2000
by and among Armada Funds (the "Trust"), a Massachusetts business trust, SEI
Investments Global Funds Services (f/k/a SEI Investments Mutual Funds Services)
("SEI"), a Delaware business trust, and National City Bank ("NCB"), a national
banking association.
WHEREAS, pursuant to Amendment No. 1 to the Agreement, dated March 1,
2002, the parties extended the Initial Term of the Agreement through October 31,
2002; and
WHEREAS, the parties wish to amend the Agreement to further extend the
Initial Term of the Agreement through May 31, 2003; and
WHEREAS, the parties further wish to amend Schedule I of the Agreement
to reflect new fees agreed between the parties.
NOW, THEREFORE, in consideration of the premises and covenants
contained in the Agreement and this Amendment, the Trust and the Administrators
hereby agree as follows:
1. The Initial Term of the Agreement as set forth in Article 10
of the Agreement shall be extended until May 31, 2003.
2. Schedule I of the Agreement shall be amended and superceded
by Amended Schedule I attached hereto.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment No. 2 to the Agreement as of the day and year first written above.
ARMADA FUNDS SEI INVESTMENTS GLOBAL FUNDS SERVICES
By: /S/ XXXXXXX X. XXXXXXX By: /S/ XXXXXXX X. XXXXX
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Name: Name:
Title: Title:
NATIONAL CITY BANK
By: /S/ XXXXXXXX X. XXXX
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Name:
Title: