Exhibit (l)(23)
PURCHASE AGREEMENT
The Galaxy Fund, a Massachusetts business trust (the "Trust"), and PFPC
Distributors, Inc., a Massachusetts corporation ("PFPC Distributors"), hereby
agree with each other as follows:
1. The Trust hereby offers PFPC Distributors and PFPC
Distributors hereby purchases (a) one (1) Class RR - Series 1 share, such share
representing an interest in the Trust's Pennsylvania Municipal Bond Fund, at a
purchase price of $10.05 per share, (b) one (1) Class SS - Series 1 share, one
(1) Class SS - Series 2 share and one (1) Class SS - Series 3 share, each such
share representing an interest in the Trust's Large Cap Value Fund, at a
purchase price of $14.21 per share, $14.18 per share and $13.89 per share,
respectively, and (c) one (1) Class TT - Series 1 share, one (1) Class TT -
Series 2 share and one (1) Class TT - Series 3 share, each such share
representing an interest in the Trust's Large Cap Growth Fund, at a purchase
price of $8.74 per share, $8.57 per share and $8.27 per share, respectively,
aggregating to seven (7) shares of beneficial interest in the Trust (such shares
of beneficial interest in the Trust being hereinafter collectively known as
"Shares"). PFPC Distributors hereby acknowledges purchase of the Shares and the
Trust hereby acknowledges receipt from PFPC Distributors of funds in the amount
of $77.91 in full payment for the Shares.
2. PFPC Distributors represents and warrants to the Trust
that the Shares are being acquired for investment purposes and not with a view
to the distribution thereof.
3. The names "The Galaxy Fund" and "Trustees of The Galaxy
Fund" 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 March 31, 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 "The Galaxy Fund"
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 27th day of August, 2001.
THE GALAXY FUND
By: /s/ XXXX X. X'XXXXX
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Name: Xxxx X. X'Xxxxx
Title: President
PFPC DISTRIBUTORS, INC.
By: /s/ XXXXXXX XXXXXXXX
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Name: Xxxxxxx Xxxxxxxx
Title: Vice President
