Common use of LIQUIDATION AND DISTRIBUTION Clause in Contracts

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each Acquired Fund will make a liquidating distribution, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”), determined as of the close of business on the Valuation Date (as defined in paragraph 2.1), of all of the corresponding class of the Acquiring Fund Shares received by each Acquired Fund pursuant to paragraph 1.1; and (b) each Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 below. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each Acquiring Fund to open accounts on the share records of each Acquiring Fund in the name of the Acquired Fund Shareholders, and represent the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of Acquiring Fund shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund shares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each Acquired Fund will simultaneously be canceled on the books of the Acquired Fund. The Acquiring Funds shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares that are held of record by each Acquired Fund Shareholder at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (Date, the “Liquidation Date”): (a) each Acquired Fund will make a liquidating distributiondistribute, in liquidation, all of the Acquiring Fund Shares received by the Acquired Fund pursuant to paragraph 1.1, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”)record, determined as of the close of business on the Valuation Date (as defined in paragraph 2.1) (the “Acquired Fund Shareholders”). In the Reorganization, each Acquired Fund Shareholder will receive the number of all of the corresponding class of the Acquiring Fund Shares received by each that has an aggregate NAV equal to the aggregate NAV of the Acquired Fund pursuant to paragraph 1.1; and (b) each Shares held of record by such Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 belowShareholder on the Closing Date. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name names of the Acquired Fund Shareholders, and represent representing the respective pro rata number numbers of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of Acquiring Fund shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund shares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each Acquired Fund Shares will simultaneously be canceled on the books of the Acquired Fund, and the Acquired Fund and Esoterica Trust will thereupon proceed to terminate as set forth in paragraph 1.7 below. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transferexchange. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares Shares that are held of record by each the Acquired Fund Shareholder at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each the Acquired Fund will make a liquidating distribution, pro rata by Class A and Class I, respectively, to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”), determined as of the close of business on the Valuation Date (as defined in paragraph 2.1), of all of the corresponding class of the Acquiring Fund Shares received by each the Acquired Fund pursuant to paragraph 1.1; and (b) each the Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 below. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name of the Acquired Fund Shareholders, and represent representing the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of the Acquiring Fund shares Shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund sharesShares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each the Acquired Fund will simultaneously be redeemed by the Acquired Fund and canceled on the books of the Acquired Fundits books. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares that are held of record by each the Acquired Fund Shareholder Shareholders at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each the Acquired Fund will make a liquidating distribution, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”), determined as of the close of business on the Valuation Date (as defined in paragraph 2.1), of all of the corresponding class of the Acquiring Fund Shares received by each the Acquired Fund pursuant to paragraph 1.1; and (b) each the Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 below. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name of the Acquired Fund Shareholders, and represent the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of the Acquiring Fund shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund shares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each the Acquired Fund will simultaneously be canceled on the books of the Acquired Fund. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares that are held of record by each the Acquired Fund Shareholder Shareholders at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each the Acquired Fund will make a liquidating distributiondistribute, in liquidation, all of the Acquiring Fund Shares received by the Acquired Fund pursuant to paragraph 1.1, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”)record, determined as of the close of business on the Valuation Date (as defined in paragraph 2.1) (the “Acquired Fund Shareholders”), of all . Each Acquired Fund Shareholder will receive in respect of the corresponding Acquired Fund Shares of each class the number of the full and fractional Acquiring Fund Shares received by each of the class corresponding to that class of shares that has an aggregate NAV equal to the aggregate NAV of the Acquired Fund pursuant to paragraph 1.1; Shares and (b) each class held of record by such Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 belowShareholder on the Closing Date. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name names of the Acquired Fund Shareholders, and represent representing the respective pro rata number of corresponding Acquiring Fund Shares of each class due such shareholders. The aggregate net asset value of each class of Acquiring Fund shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund shares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each Acquired Fund Shares will simultaneously be canceled on the books of the Acquired Fund, and the Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.7 below. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transferexchange. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares Shares that are held of record by each the Acquired Fund Shareholder at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each the Acquired Fund will make a liquidating distribution, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”), determined as of the close of business on the Valuation Date (as defined in paragraph 2.1), of all of the corresponding class of the Acquiring Fund Shares received by each the Acquired Fund pursuant to paragraph 1.1; and (b) each the Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 below. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name of the Acquired Fund Shareholders, and represent representing the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of the Acquiring Fund shares Shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund sharesShares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each the Acquired Fund will simultaneously be redeemed by the Acquired Fund and canceled on the books of the Acquired Fundits books. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares that are held of record by each the Acquired Fund Shareholder Shareholders at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable possible, but no later than six (6) months after the Closing Date (the “Liquidation Date”): (a) each Acquired the Selling Fund will make a liquidating distributiondistribute in complete liquidation of the Selling Fund, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”)record, determined as of the close of business on the Valuation Date (as defined in paragraph Section 2.1) (each, a “Selling Fund Shareholder” and together, the “Selling Fund Shareholders”), of all of the corresponding class of the Acquiring Fund Shares received by each Acquired the Selling Fund pursuant to paragraph Section 1.1; and (b) each Acquired the Selling Fund will thereupon proceed to dissolve and terminate as set forth in paragraph Section 1.8 below. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Selling Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name of the Acquired Selling Fund Shareholders, and represent representing the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of Acquiring Fund shares issued pursuant Shares to this paragraph will be so credited to Selling Fund Shareholders shall be equal to the aggregate net asset value of the corresponding class Selling Fund shares owned by such shareholders as of Acquired Fund shares, each as determined on the Valuation Date using (as defined below). The Acquiring Fund shall have no obligation to inquire as to the valuation procedures set forth belowvalidity, propriety or correctness of such records, but shall assume that such transaction is valid, proper and correct. All issued and outstanding shares of each Acquired the Selling Fund will simultaneously be canceled on the books of the Acquired Selling Fund. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares that are held of record by each Acquired Fund Shareholder at the Effective Time on the Closing Date.

LIQUIDATION AND DISTRIBUTION. On or as soon after the Closing Date as is conveniently practicable (the “Liquidation Date”): (a) each the Acquired Fund will make a liquidating distributiondistribute, in liquidation, all of the Acquiring Fund Shares (and cash in lieu of fractional shares, if any) received by the Acquired Fund pursuant to paragraph 1.1, pro rata to its shareholders of record of each class of its shares (the “Acquired Fund Shareholders”)record, determined as of the close of business on the Valuation Date (as defined in paragraph 2.1) (the “Acquired Fund Shareholders”), . Each Acquired Fund Shareholder will receive the number of all of the corresponding class of the Acquiring Fund Shares received by each (and cash in lieu of fractional shares, if any) that has an aggregate NAV equal to the aggregate NAV of the Acquired Fund pursuant to paragraph 1.1; and (b) each Shares held of record by such Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 belowShareholder on the Closing Date. Such liquidation and distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the corresponding Acquired Fund on the books of each the Acquiring Fund to open accounts on the share records of each the Acquiring Fund in the name names of the Acquired Fund Shareholders, and represent representing the respective pro rata number of corresponding Acquiring Fund Shares due such shareholders. The aggregate net asset value of each class of Acquiring Fund shares issued pursuant to this paragraph will equal the aggregate net asset value of the corresponding class of Acquired Fund shares, each as determined on the Valuation Date using the valuation procedures set forth below. All issued and outstanding shares of each Acquired Fund Shares will simultaneously be canceled on the books of the Acquired Fund, and the Acquired Fund will thereupon proceed to terminate as set forth in paragraph 1.8 below. The Acquiring Funds Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transferexchange. Each Acquired Fund Shareholder shall have the right to receive any unpaid dividends or other distributions that were declared by the corresponding Acquired Fund before the Effective Time (as defined in paragraph 3.1) with respect to Acquired Fund shares Shares that are held of record by each the Acquired Fund Shareholder at the Effective Time on the Closing Date.