Exhibit (l)(31)
PURCHASE AGREEMENT
Armada Small Cap Core Fund
AGREEMENT dated this 29th day of March, 2004, by and between Armada Funds (the
"Trust"), a Massachusetts business trust, and Professional Funds Distributor,
LLC ("PFD").
1. The Trust hereby offers PFD and PFD hereby purchases one
each of Class EEE, Class EEE - Special Series 1, Class EEE - Special Series 2
and Class EEE - Special Series 3 shares of beneficial interest (no par value per
share) representing interests in the Trust's Small Cap Core Fund at a price of
$10.00 per share (collectively known as "Shares").
2. PFD hereby acknowledges receipt of one Share each of Class
EEE, Class EEE - Special Series 1, Class EEE - Special Series 2 and Class EEE -
Special Series 3. The Trust hereby acknowledges receipt from PFD of funds in the
amount of $10.00 for each such Share.
3. PFD represents and warrants to the Trust that the Shares
are being acquired for investment purposes and not with a view to the
distribution thereof.
4. The names "Armada Funds" and "Trustees of Armada 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
"Armada 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 day and year first above written.
ARMADA FUNDS
Attest:
/s/ Xxxxxxx Xxxxx By: /s/ Xxxxxxxx X. Xxxx
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Title: Sr. V.P. Chief Admin Officer
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PROFESSIONAL FUNDS DISTRIBUTOR, LLC
Attest:
/s/ Xxxxxx X. Xxxxx By: /s/ Xxxxxxxx XxXxxxxxx
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Title: Vice President
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