AMENDMENT NO. 1
TO
SUB-ADMINISTRATION AGREEMENT
AMENDMENT NO. 1, made as of the 22nd day of February, 2000, to the
Sub-Administration Agreement dated as of the 1st day of May, 1998 (the
"Agreement"), by and between SEI Fund Resources, predecessor to SEI Investments
Mutual Funds Services, a Delaware business trust (the "Administrator") and
National City Bank, a national banking association (the "Sub-Administrator").
WHEREAS, the Administrator has entered into an Administration Agreement
dated May 1, 1998 with the Armada Funds (the "Trust"), a Massachusetts business
trust, concerning the provision of management and administrative services for
the investment portfolios of the Trust;
WHEREAS, the Sub-Administrator assists the Administrator in performing
accounting and administrative services to the Trust pursuant to the terms of the
Agreement; and
WHEREAS, Article 4 of the Agreement provides for an initial term of two
years and provides that the parties may agree to renew the Agreement for
subsequent terms unless terminated as provided for by Article 4; and
WHEREAS, pursuant to Article 4 of the Agreement, the Administrator
informed the Sub-Administrator of the decision to terminate the Agreement
effective April 30, 2000; and
WHEREAS, the Administrator and the Sub-Administrator now wish to continue
the Agreement for an interim period until a new sub-administration agreement is
approved.
NOW, THEREFORE, in consideration of the premises and the covenants
hereinafter contained, the Sub-Administrator and Administrator hereby agree as
follows:
1. Notwithstanding the notification by the Administrator to the
Sub-Administrator of the Administrator's intent to terminate the Agreement
effective April 30, 2000, the Administrator and the Sub-Administrator shall
continue to fulfill all their obligations in accordance with the terms the
Agreement until May 11, 2000.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment No. 1 to the Agreement as of the day and year first written above.
NATIONAL CITY BANK
By: /s/ Xxxxxxxx X. Xxxx
Attest: /s/ Xxxxx X. Xxxxx
SEI INVESTMENTS MUTUAL FUNDS SERVICES
By: /s/ Xxxxxxx X. Xxxxx
Attest: /s/ Xxxxx Xxxxxxx