Common use of Liabilities of the Acquired Fund Clause in Contracts

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge its known liabilities and obligations prior to the Effective Time, other than liabilities and obligations necessary or appropriate for the Acquired Fund’s normal investment operations that are incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, existing at the Effective Time (collectively, the “Liabilities”).

Appears in 8 contracts

Samples: Agreement and Plan of Reorganization (Mainstay Funds Trust), Agreement and Plan of Reorganization (Mainstay Funds Trust), Agreement and Plan of Reorganization (Mainstay Funds Trust)

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Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge its known liabilities and obligations prior to the Effective Time, other than liabilities and obligations necessary or appropriate for the Acquired Fund’s normal investment operations that are incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, existing at the Effective Time Time, and whether or not specifically referred to in this Agreement (collectively, the “Liabilities”).

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Mainstay Funds Trust), Agreement and Plan of Reorganization (Mainstay Funds Trust), Agreement and Plan of Reorganization (Mainstay Funds Trust)

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than liabilities and obligations necessary or appropriate for the Acquired Fund’s normal investment operations that are were incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts liabilities of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, Fund existing at the Effective Time (collectively, the “Liabilities”), whether known or unknown.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Keystone Mutual Funds), Agreement and Plan of Reorganization (Mainstay Funds Trust)

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than liabilities and obligations necessary or appropriate for the Acquired Fund’s normal investment operations that are were incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts liabilities of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, existing at the Effective Time (collectively, the “Liabilities”).

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Whitebox Mutual Funds), Agreement and Plan of Reorganization (Whitebox Mutual Funds)

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable its best efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than . The Acquiring Fund shall assume the liabilities and obligations necessary or appropriate for of the Acquired Fund that are set forth on the Acquired Fund’s normal investment operations Statement of Assets and Liabilities as of the Effective Time that are is delivered pursuant to paragraph 6.2(b) and included in the calculation of net asset value (“NAV”) as of the Effective Time, or incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, existing at the Effective Time practice (collectively, the “Liabilities”).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Northern Lights Fund Trust)

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Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than liabilities and obligations necessary or appropriate for . The Acquiring Fund will assume all of the Acquired Fund’s normal investment operations that are incurred in the ordinary course liabilities and obligations of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fundany kind whatsoever, whether known or unknown, absolute absolute, accrued, contingent or contingentotherwise, accrued or unaccrued, existing at in existence on the Effective Time Closing Date (collectively, the “LiabilitiesLIABILITIES”).

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mainstay Funds Trust)

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than liabilities Valuation Time consistent with its obligation to continue to pursue its investment objective and obligations necessary or appropriate for strategies in accordance with the terms of its prospectus. The Acquiring Fund will assume all of the Acquired Fund’s normal investment operations that are incurred in the ordinary course liabilities and obligations of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fundany kind whatsoever, whether known or unknown, absolute absolute, accrued, contingent or contingentotherwise, accrued or unaccrued, existing at in existence on the Effective Time Closing Date (collectively, the “Liabilities”).

Appears in 1 contract

Samples: Form of Agreement and Plan of Reorganization (Helios Total Return Fund Inc)

Liabilities of the Acquired Fund. The Acquired Fund will use commercially reasonable its best efforts to discharge all of its known liabilities and obligations prior to the Effective Time, other than . The Acquiring Fund shall assume the liabilities and obligations necessary or appropriate for of the Acquired Fund that are set forth on the Acquired Fund’s normal investment operations 's Statement of Assets and Liabilities as of the Effective Time that are is delivered pursuant to paragraph 6.2(b) and included in the calculation of net asset value ("NAV") as of the Effective Time, or incurred in the ordinary course of business consistent with past practice. The Acquiring Fund shall assume all liabilities, obligations and debts of the Acquired Fund, whether known or unknown, absolute or contingent, accrued or unaccrued, existing at the Effective Time practice (collectively, the “Liabilities”"LIABILITIES").

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mainstay Funds)

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