PURCHASE AGREEMENT
Exhibit (l)(7)
The Commerce Funds (the “Trust”), a Delaware business trust, and Xxxxxxx, Xxxxx & Co. (“Xxxxxxx”), a New York General Partnership, hereby agree with each other as follows:
1. The Trust hereby offers Xxxxxxx and Xxxxxxx hereby purchases 1 share of each of Series L-1 and L-2 shares representing interests in Institutional Shares and Service Shares of the Asset Allocation Fund (such beneficial interests in The Commerce Funds, a Delaware business trust, being hereinafter known collectively as “Shares”) at a purchase price of US $ per Institutional Share and $ per Service Share. Goldman hereby acknowledges purchase of the Shares and the Trust hereby acknowledges receipt from Goldman of funds in the amount of US $ and $ in full payment of the Shares.
2. All Shares offered and purchased in this Agreement are hereby being made in a private offering.
3. Goldman represents and warrants to the Trust that all Shares purchased in this Agreement are being acquired for investment purposes and not with a view to the distribution thereof.
IN AGREEMENT WHEREOF, and intending to be legally bound hereby, the parties hereto have executed the Agreement as of , 2002.
| THE COMMERCE FUNDS |
| By: | ||||||
| Title: | Vice President |
| XXXXXXX, XXXXX & CO |
| By: | ||||||
| Title: | ||||||
