Common use of Conditions Precedent to JHVST's Obligations With Respect to Both Funds Clause in Contracts

Conditions Precedent to JHVST's Obligations With Respect to Both Funds. The obligations of JHVST on behalf of the Acquired Fund or the Acquiring Fund to consummate any Reorganization are subject to the satisfaction, at or prior to the Closing Date, of the following conditions (in addition to any other conditions applicable to a Fund as set forth in Section 6.1 or 6.3), any of which may be waived in writing by JHVST and (except for (b) and (d) below) Xxxx Xxxxxxx, but only if and to the extent that such waiver is made with respect to both an Acquired Fund and the Acquiring Fund: (a) All representations and warranties of JHVST (other than those referred to in Section 6.1(a) above or Section 6.3(a) below) shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (b) The representations and warranties of Xxxx Xxxxxxx set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (c) JHVST shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires JHVST to comply with or satisfy (other than those referred to in Section 6.1(b) above or Section 6.3(b) below) at or prior to the Closing Date. (d) Xxxx Xxxxxxx shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires Xxxx Xxxxxxx to comply with or satisfy at or prior to the Closing Date. (e) The Reorganization shall have been approved by the shareholders of the Acquired Fund on the record date by the Required Shareholder Vote. (f) The assets of the Acquired Fund to be acquired by the Acquiring Fund shall constitute at least 90% of the fair market value of the net assets and at least 70% of the fair market value of the gross assets held by the Acquired Fund immediately prior to the Reorganization. For purposes of this Section 6.2(f), assets used by the Acquired Fund to pay the expenses it incurs in connection with this Agreement and the Reorganization and to effect all shareholder redemptions and distributions (other than regular, normal dividends and regular, normal redemptions pursuant to the Investment Company Act, and not in excess of the requirements of Section 852 of the Code, occurring in the ordinary course of the Acquired Fund's business as a series of an open-end management investment company) after the date of this Agreement shall be included as assets of the Acquired Fund held immediately prior to the Reorganization. (g) The Registration Statement on Form N-14 filed by JHVST with respect to the Acquiring Fund Shares to be issued to Acquired Fund Shareholders in connection with the Reorganization shall have become effective under the Securities Act, and no stop order suspending the effectiveness thereof shall have been issued and, to the best knowledge of the parties hereto, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the Securities Act. (h) The Acquiring Fund and the Acquired Fund each will have satisfied the investment diversification requirements of Section 817(h) of the Code for all taxable quarters since its inception, including the last short taxable period of the Acquired Fund ending on the Closing Date and the taxable quarter of the Acquiring Fund that includes the Closing Date. (i) JHVST shall have received a certificate from Xxxx Xxxxxxx, in substantially the form attached hereto as Exhibit I. (j) JHVST, on behalf of both each Acquired Fund and the corresponding Acquiring Fund in a Reorganization shall have received the opinion of Xxxxx & Lardner LLP, dated on or before the Effective Time of the Reorganization, addressed to and in form and substance satisfactory to JHVST, as to certain of the federal income tax consequences under the Code of the Reorganization insofar as it relates to the Acquired Fund and the Acquiring Fund. For purposes of rendering its opinion, Xxxxx & Xxxxxxx LLP may rely exclusively and without independent verification, as to factual matters, on the statements made in this Agreement, the Combined Proxy Statement/Prospectus and the related Statement of Additional Information, and on such other written representations as, respectively, the Chairman or Treasurer of JHVST, will have verified as of the Effective Time. The opinion will be to the effect that, based on the facts and assumptions stated therein, for federal income tax purposes: (1) the Reorganization will constitute a reorganization within the meaning of Section 368(a)(1) of the Code with respect to the Acquired Fund and the Acquiring Fund; (2) no gain or loss will be recognized by the Acquired Fund or the Acquiring fund upon the transfer of all of the assets and liabilities, if any, of the Acquired Fund to the Acquiring Fund solely in exchange for shares of the Acquiring Fund; (3) no gain or loss will be recognized by shareholders of the Acquired Fund upon the exchange of such Fund's shares solely for shares of the Corresponding Acquiring Fund; (4) the holding period and tax basis of the shares of the Acquiring Fund received by each holder of shares of the Acquired Fund pursuant to the Reorganization will be the same as the holding period and tax basis of the shares of the Acquired Fund held by the shareholder (provided the shares of the Acquired Fund were held as a capital asset on the date of the Reorganization) immediately prior to the Reorganization; and (5) the holding period and tax basis of the assets of the Acquired Fund acquired by the Acquiring Fund will be the same as the holding period and tax basis of those assets in the hands of the Acquired Fund immediately prior to the Reorganization.

Conditions Precedent to JHVST's Obligations With Respect to Both Funds. The obligations of JHVST on behalf of the Acquired Fund or the Acquiring Fund to consummate any the Reorganization are subject to the satisfaction, at or prior to the Closing Date, of the following conditions (in addition to any other conditions applicable to a Fund as set forth in Section 6.1 or 6.3), any of which may be waived in writing by JHVST and (except for (b) and (d) below) Xxxx Xxxxxxx, but only if and to the extent that such waiver is made with respect to both an Acquired Fund and the Acquiring Fund: (a) All representations and warranties of JHVST (other than those referred to in Section 6.1(a) above or Section 6.3(a) below) shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (b) The representations and warranties of Xxxx Xxxxxxx set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (c) JHVST shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires JHVST to comply with or satisfy (other than those referred to in Section 6.1(b) above or Section 6.3(b) below) at or prior to the Closing Date. (d) Xxxx Xxxxxxx shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires Xxxx Xxxxxxx to comply with or satisfy at or prior to the Closing Date. (e) The Reorganization shall have been approved by the shareholders of the Acquired Fund on the record date by the Required Shareholder Vote. (f) The assets of the Acquired Fund to be acquired by the Acquiring Fund shall constitute at least 90% of the fair market value of the net assets and at least 70% of the fair market value of the gross assets held by the Acquired Fund immediately prior to the Reorganization. For purposes of this Section 6.2(f), assets used by the Acquired Fund to pay the expenses it incurs in connection with this Agreement and the Reorganization and to effect all shareholder redemptions and distributions (other than regular, normal dividends and regular, normal redemptions pursuant to the Investment Company Act, and not in excess of the requirements of Section 852 of the Code, occurring in the ordinary course of the Acquired Fund's business as a series of an open-end management investment company) after the date of this Agreement shall be included as assets of the Acquired Fund held immediately prior to the Reorganization. (g) The Registration Statement on Form N-14 filed by JHVST with respect to the Acquiring Fund Shares to be issued to Acquired Fund Shareholders in connection with the Reorganization shall have become effective under the Securities Act, and no stop order suspending the effectiveness thereof shall have been issued and, to the best knowledge of the parties hereto, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the Securities Act. (h) The Acquiring Fund and the Acquired Fund each will have satisfied the investment diversification requirements of Section 817(h) of the Code for all taxable quarters since its inception, including the last short taxable period of the Acquired Fund ending on the Closing Date and the taxable quarter of the Acquiring Fund that includes the Closing Date. (i) JHVST shall have received a certificate from Xxxx Xxxxxxx, in substantially the form attached hereto as Exhibit I. (j) JHVST, on behalf of both each Acquired Fund and the corresponding Acquiring Fund in a Reorganization shall have received the opinion of Xxxxx & Lardner LLP, dated on or before the Effective Time of the Reorganization, addressed to and in form and substance satisfactory to JHVST, as to certain of the federal income tax consequences under the Code of the Reorganization insofar as it relates to the Acquired Fund and the Acquiring Fund. For purposes of rendering its opinion, Xxxxx & Xxxxxxx LLP may rely exclusively and without independent verification, as to factual matters, on the statements made in this Agreement, the Combined Proxy Statement/Prospectus and the related Statement of Additional Information, and on such other written representations as, respectively, the Chairman or Treasurer of JHVST, will have verified as of the Effective Time. The opinion will be to the effect that, based on the facts and assumptions stated therein, for federal income tax purposes: (1) the Reorganization will constitute a reorganization within the meaning of Section 368(a)(1) of the Code with respect to the Acquired Fund and the Acquiring Fund; (2) no gain or loss will be recognized by the Acquired Fund or the Acquiring fund upon the transfer of all of the assets and liabilities, if any, of the Acquired Fund to the Acquiring Fund solely in exchange for shares of the Acquiring Fund; (3) no gain or loss will be recognized by shareholders of the Acquired Fund upon the exchange of such Fund's shares solely for shares of the Corresponding Acquiring Fund; (4) the holding period and tax basis of the shares of the Acquiring Fund received by each holder of shares of the Acquired Fund pursuant to the Reorganization will be the same as the holding period and tax basis of the shares of the Acquired Fund held by the shareholder (provided the shares of the Acquired Fund were held as a capital asset on the date of the Reorganization) immediately prior to the Reorganization; and (5) the holding period and tax basis of the assets of the Acquired Fund acquired by the Acquiring Fund will be the same as the holding period and tax basis of those assets in the hands of the Acquired Fund immediately prior to the Reorganization.

Conditions Precedent to JHVST's Obligations With Respect to Both Funds. The obligations of JHVST on behalf of both the Acquired Fund or and the Acquiring Fund to consummate any the Reorganization are subject to the satisfaction, at or prior to the Closing Date, of the following conditions (in an addition to any other conditions applicable to a Fund as set forth in in Section 6.1 or 6.3), any of which may be waived in writing by JHVST and (except for (b) and (d) below) Xxxx Xxxxxxx, but only if and to the extent that such waiver is made with respect to both an the Acquired Fund and the Acquiring Fund:. (a) All representations and warranties Any representation or warranty of JHVST (other than those referred to in Section 6.1(a) above or Section 6.3(a) below) shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (b) The representations and warranties of Xxxx Xxxxxxx set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though all such representations and warranties had been made as of the Closing Date. (c) JHVST shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires JHVST to comply with or satisfy (other than those referred to in Section 6.1(b) above or Section 6.3(b) below) at or prior to the Closing Date. (d) Xxxx Xxxxxxx shall have complied with and satisfied in all material respects all agreements and conditions that this Agreement requires Xxxx Xxxxxxx to comply with or satisfy at or prior to the Closing Date. (e) The Reorganization shall have been approved by the shareholders of the Acquired Fund on the record date by the Required Shareholder Vote. (f) The assets of the Acquired Fund to be acquired by the Acquiring Fund shall constitute at least 90% of the fair market value of the net assets and at least 70% of the fair market value of the gross assets held by the Acquired Fund immediately prior to the Reorganization. For purposes of this Section 6.2(f), assets used by the Acquired Fund to pay the expenses it incurs in connection with this Agreement and the Reorganization and to effect all shareholder redemptions and distributions (other than regular, normal dividends and regular, normal redemptions pursuant to the Investment Company Act, and not in excess of the requirements of Section 852 of the Code, occurring in the ordinary course of the Acquired Fund's business as a series of an open-end management investment company) after the date of this Agreement shall be included as assets of the Acquired Fund held immediately prior to the Reorganization. (g) The Registration Statement on Form N-14 filed by JHVST with respect to the Acquiring Fund Shares to be issued to Acquired Fund Shareholders in connection with the Reorganization shall have become effective under the Securities Act, Act and no stop order suspending the effectiveness thereof shall have been issued and, to the best knowledge of the parties hereto, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened or contemplated under the Securities Act. (h) The Acquiring Fund and the Acquired Fund each will have satisfied the investment diversification requirements of Section 817(h) of the Code for all taxable quarters since its inception, including the last short taxable period of the Acquired Fund ending on the Closing Date and the taxable quarter of the Acquiring Fund that includes the Closing Date. (i) JHVST shall have received a certificate from Xxxx Xxxxxxx, in substantially the form attached hereto as Exhibit I. (j) JHVST, on behalf of both each Acquired Fund and the corresponding Acquiring Fund in a Reorganization shall have received the opinion of Xxxxx & Lardner LLP, dated on or before the Effective Time of the Reorganization, addressed to and in form and substance satisfactory to JHVST, as to certain of the federal income tax consequences under the Code of the Reorganization insofar as it relates to the Acquired Fund and the Acquiring Fund. For purposes of rendering its opinion, Xxxxx & Xxxxxxx LLP may rely exclusively and without independent verification, as to factual matters, on the statements made in this Agreement, the Combined Proxy Statement/Prospectus and the related Statement of Additional Information, and on such other written representations as, respectively, the Chairman or Treasurer of JHVST, will have verified as of the Effective Time. The opinion will be to the effect that, based on the facts and assumptions stated therein, for federal income tax purposes: (1) the Reorganization will constitute a reorganization within the meaning of Section 368(a)(1) of the Code with respect to the Acquired Fund and the Acquiring Fund; (2) no gain or loss will be recognized by the Acquired Fund or the Acquiring fund upon the transfer of all of the assets and liabilities, if any, of the Acquired Fund to the Acquiring Fund solely in exchange for shares of the Acquiring Fund; (3) no gain or loss will be recognized by shareholders of the Acquired Fund upon the exchange of such Fund's shares solely for shares of the Corresponding Acquiring Fund; (4) the holding period and tax basis of the shares of the Acquiring Fund received by each holder of shares of the Acquired Fund pursuant to the Reorganization will be the same as the holding period and tax basis of the shares of the Acquired Fund held by the shareholder (provided the shares of the Acquired Fund were held as a capital asset on the date of the Reorganization) immediately prior to the Reorganization; and (5) the holding period and tax basis of the assets of the Acquired Fund acquired by the Acquiring Fund will be the same as the holding period and tax basis of those assets in the hands of the Acquired Fund immediately prior to the Reorganization.