Common use of Plan of Reorganization and Liquidation Clause in Contracts

Plan of Reorganization and Liquidation. (a) The Acquired Fund shall assign, sell, convey, transfer and deliver to the Acquiring Fund at the Closing provided for in Section 2 (the "Closing") all of its then existing assets of every kind and nature. In consideration therefor, the Acquiring Fund agrees that at the Closing (i) the Acquiring Fund shall assume all of the Acquired Fund's obligations and liabilities then existing, whether absolute, accrued, contingent or otherwise, including all unpaid fees and expenses of the Acquired Fund in connection with the transactions contemplated hereby and (ii) the Acquiring Fund shall issue and deliver to the Acquired full and fractional shares of beneficial interest of the Acquiring Fund (the "Acquiring Fund Shares") that have an aggregate net asset value equal to the value of the assets transferred to the Acquiring Fund by the Acquired Fund, less the liabilities of Acquired Fund assumed by Acquiring Fund. (b) Upon consummation of the transactions described in paragraph (a) of this Section 1, the Acquired Fund shall distribute in complete liquidation pro rata to its shareholders of record as of the Closing Date the Acquiring Fund Shares received by the Acquired Fund. This distribution shall be accomplished by establishing an account on the share record books of the Acquiring Fund in the name of each shareholder an amount of full and fractional Acquiring Fund Shares equal to the amount of shares of the Acquired Fund owned of record by the shareholder at the Closing Date. (c) As promptly as practicable after the above liquidation of the Acquired Fund, the legal existence of the Acquired Fund shall be terminated.

Plan of Reorganization and Liquidation. (a) The Acquired Fund Existing Trust, on behalf of the Fund, shall assign, sell, convey, transfer and deliver to a new series of the Acquiring Fund Successor Trust (the "Successor Fund") at the Closing provided for in Section 2 (hereinafter called the "Closing") all of its then existing assets of every kind and nature. In consideration therefor, the Acquiring Fund Successor Trust, on behalf of the Successor Fund, agrees that at the Closing (i) the Acquiring Successor Fund shall assume all of the Acquired Fund's obligations and liabilities then existing, whether absolute, accrued, contingent or otherwise, including all unpaid fees and expenses of the Acquired Fund in connection with the transactions contemplated hereby and (ii) the Acquiring Fund Successor Trust shall issue and deliver to the Acquired Fund a number of full and fractional shares of each class of shares of beneficial interest of the Acquiring Successor Fund (the "Acquiring Successor Fund Shares") that have an aggregate net asset value ), which is equal to the value number of full and fractional shares of the assets transferred to corresponding class of shares of the Acquiring Fund by the Acquired Fund, less the liabilities of Acquired Fund assumed by Acquiring Fundthen outstanding. (b) Upon consummation of the transactions described in paragraph (a) of this Section 1, the Acquired Fund Existing Trust, on behalf of the Fund, shall distribute in complete liquidation pro rata to its shareholders of record as of the Closing Date the Acquiring Successor Fund Shares received by the Acquired Fund. This distribution shall be accomplished by establishing an account on the share record books of the Acquiring Successor Fund in the name of each shareholder an amount of each class of shares of the Fund, representing with respect to each class of shares of the Successor Fund the number of full and fractional Acquiring Successor Fund Shares equal to the amount number of shares of the Acquired corresponding class of shares of the Fund owned of record by the shareholder at the Closing Date. (c) As promptly as practicable after the above liquidation of the Acquired Fund, the legal existence of the Acquired Fund shall be terminated.

Plan of Reorganization and Liquidation. (a) The Acquired Fund shall assign, sell, convey, transfer and deliver to the Acquiring Fund Trust at the Closing closing provided for in Section 2 (hereinafter called the "Closing") all of its then existing assets of every kind and nature. In consideration therefor, the Acquiring Fund agrees that Trust shall at the Closing (i) the Acquiring Fund shall assume all of the Acquired Fund's obligations and liabilities then existing, whether absolute, accrued, contingent or otherwise, including without limitation all unpaid fees and expenses liabilities of the Acquired Fund to shareholders who elect to dissent from the transaction and effect their appraisal rights under Massachusetts law and all fees are expenses in connection with the transactions contemplated hereby and (ii) the Acquiring Fund shall issue and deliver to the Acquired Fund a number of full and fractional shares of beneficial interest of the Acquiring Fund Trust (the "Acquiring Fund Trust Shares") that have an aggregate net asset value equal to the value number of full and fractional shares of the assets transferred to the Acquiring Fund by the Acquired Fund, less the liabilities of Acquired Fund assumed by Acquiring Fundthen outstanding. (b) Upon consummation of the transactions transaction described in paragraph (a) of this Section 1, the Acquired Fund shall distribute in complete liquidation pro rata to its shareholders of record as of the Closing Date (other than those shareholder who have objected to the Acquiring Fund reorganization to as to be eligible to perfect statutory appraisal rights) the Trust Shares received by the Acquired Fund. This Such distribution shall be accomplished by establishing the establishment of an open account on the share record books records of the Acquiring Fund Trust in the name of each shareholder an amount of full and fractional Acquiring the Fund representing a number of Trust Shares equal to the amount number of shares of the Acquired Fund owned of record by the shareholder at the Closing Date, provided that a shareholder who has objected to the reorganization so as to be eligible to perfect statutory appraisal rights shall have no rights with respect to Trust Shares until such time as he has waived or otherwise relinquished such statutory appraisal rights. Certificates for shares of the Fund issued prior to the reorganization shall represent outstanding shares of the Trust following the reorganization. Certificates representing Trust Shares will be issued only if the shareholder so requests. (c) As promptly as practicable after the above liquidation of the Acquired FundFund as foresaid, the legal existence of the Acquired Fund shall be dissolved pursuant to the provisions of the Massachusetts Business Corporation Law and its legal existence terminated.