Exhibit (l)
PURCHASE AGREEMENT
AGREEMENT dated this ___ day of _______, 2004, by and between The
Armada Advantage Fund (the "Trust"), a Massachusetts business trust, and
Professional Funds Distributor, LLC ("PFD") on behalf of the Institutional Money
Market Fund.
1. The Trust hereby offers PFD and PFD hereby purchases ten each of
Advisor Shares and Institutional Shares of beneficial interest (no par value per
share) representing interests in the Trust's Institutional Money Market Fund
(the "Fund") at a price of $1.00 per share (collectively known as "Shares").
2. PFD hereby acknowledges receipt of ten Shares each of Advisor Shares
and Institutional Shares of the Fund. The Trust hereby acknowledges receipt from
PFD of funds in the amount of $1.00 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 "The Armada Advantage Fund" and "Trustees of The Armada
Advantage 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 as of May 18, 1993, 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 Armada Advantage 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 26th day of October, 2004.
THE ARMADA ADVANTAGE
INSTITUTIONAL MONEY MARKET FUND
Attest:
/s/ ▇▇▇ ▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
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Title: SVP/Chief Admin. Officer/Chief Compliance Officer
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PROFESSIONAL FUNDS DISTRIBUTOR, LLC
Attest:
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
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Title: Vice President
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