Common use of Plan of Reorganization Clause in Contracts

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R and Class S Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R and Class S Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R and Class S Successor Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject 2.1 The Company agrees, on behalf of each Current Fund, to the terms assign, sell, convey, transfer and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially deliver all of the assets Assets of the Predecessor each Current Fund to its corresponding New Fund. The Trust, on behalf of each New Fund, as set forth agrees in paragraph 1.2, exchange therefor: (a) to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to issue and deliver to the JAD Trust corresponding Current Fund the number of full and fractional Class A, Class C, Class I, Class R and Class S Successor (rounded to the third decimal place) New Fund Shares having an aggregate net asset value approximately of each New Fund Class designated on Schedule B equal to the value number of the aggregate net assets full and fractional Current Fund Shares of the same class of shares of the Predecessor each corresponding Current Fund as of the close of regular session trading Class designated on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 Schedule B; and (the "Closing Date"b) and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Current Fund, as set forth in paragraph 1.2's Liabilities. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of 2.2 At the Predecessor Effective Time (or as soon thereafter as is reasonably practicable), (a) the New Fund Shares issued pursuant to Section 5.2 shall be acquired redeemed by the Successor each New Fund for $10.00 and (b) each Current Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by distribute the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R and Class S Successor New Fund Shares received by the JAD Trust it pursuant to paragraph 1.1Section 2.1 to the Current Fund's Shareholders in exchange for such Shareholders' Current Fund Shares. Such distribution and liquidation will shall be accomplished through opening accounts, by the transfer of agent for the Class ATrust (the "Transfer Agent"), Class C, Class I, Class R on each New Fund's share transfer books in the Shareholders' names and Class S Successor transferring New Fund Shares then to such accounts. Each Shareholder's account shall be credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing with the respective pro rata number of full and fractional (rounded to the Class A, Class C, Class I, Class R and Class S Successor third decimal place) New Fund Shares of each New Fund Class due to such shareholdersthat Shareholder. All issued and outstanding shares of the Predecessor Current Fund will Shares, including those represented by certificates, shall simultaneously be canceled on the books of the JAD Trusteach Current Fund's share transfer books. The Successor Fund Trust shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor New Fund Shares in connection with such exchangethe Reorganization. Ownership of Class AHowever, Class C, Class I, Class R and Class S Successor certificates representing Current Fund Shares will be shown on shall represent New Fund Shares after the books Reorganization. 2.3 Following receipt of the JIF Trust's transfer agent. As required shareholder vote and as soon as reasonably practicable after the Closing, the JAD status of each Current Fund as a designated series of the Company shall be terminated; provided, however, that the termination of each Current Fund as a designated series of the Company shall not be required if the Reorganization shall not have been consummated. 2.4 Following receipt of the required shareholder vote and as soon as reasonably practicable after distribution of the New Fund Shares pursuant to Section 2.2, the Company and the Trust shall take all steps necessary cause Articles of Transfer to effect be filed with the State Department of Assessments and Taxation of Maryland and, following the filing of Articles of Transfer, the Company shall file Articles of Dissolution with the State Department of Assessments and Taxation of Maryland to dissolve the Company as a complete liquidation Maryland corporation; provided, however, that the filing of Articles of Transfer and Articles of Dissolution as aforesaid shall not be required if the Reorganization shall not have been consummated. 2.5 Any transfer taxes payable on issuance of New Fund Shares in a name other than that of the Predecessor Fundregistered holder of the Current Fund Shares exchanged therefor shall be paid by the person to whom such New Fund Shares are to be issued, as a condition of such transfer. 2.6 Any reporting responsibility of the Company or each Current Fund to a public authority is and shall remain its responsibility up to and including the date on which it is terminated.

Plan of Reorganization. 1.1 Subject 2.1 The Company agrees, on behalf of each Current Fund, to the terms assign, sell, convey, transfer and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially deliver all of the assets Assets of the Predecessor each Current Fund to its corresponding New Fund. The Trust, on behalf of each New Fund, as set forth agrees in paragraph 1.2, exchange therefor: (a) to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to issue and deliver to the JAD Trust corresponding Current Fund the number of full and fractional Class A, Class C, Class I, Class R and Class S Successor (rounded to the third decimal place) New Fund Shares having an aggregate net asset value approximately of each New Fund Class designated on Schedule B equal to the value number of the aggregate net assets full and fractional Current Fund Shares of the same class of shares of the Predecessor each corresponding Current Fund as of the close of regular session trading Class designated on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 Schedule B; and (the "Closing Date"b) and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Current Fund, as set forth in paragraph 1.2's Liabilities. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of 2.2 At the Predecessor Effective Time (or as soon thereafter as is reasonably practicable), (a) the New Fund Shares issued pursuant to Section 5.2 shall be acquired redeemed by the Successor each New Fund for $10.00 and (b) each Current Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by distribute the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R and Class S Successor New Fund Shares received by the JAD Trust it pursuant to paragraph 1.1Section 2.1 to the Current Fund's Shareholders in exchange for such Shareholders' Current Fund Shares. Such distribution and liquidation will shall be accomplished through opening accounts, by the transfer of agent for the Class ATrust (the "Transfer Agent"), Class C, Class I, Class R on each New Fund's share transfer books in the Shareholders' names and Class S Successor transferring New Fund Shares then to such accounts. Each Shareholder's account shall be credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing with the respective pro rata number of full and fractional (rounded to the Class A, Class C, Class I, Class R and Class S Successor third decimal place) New Fund Shares of each New Fund Class due to such shareholdersthat Shareholder. All issued and outstanding shares of the Predecessor Current Fund will Shares, including those represented by certificates, shall simultaneously be canceled on the books of the JAD Trusteach Current Fund's share transfer books. The Successor Fund Trust shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor New Fund Shares in connection with such exchangethe Reorganization. Ownership of Class AHowever, Class C, Class I, Class R and Class S Successor certificates representing Current Fund Shares will be shown on shall represent New Fund Shares after the books Reorganization. 2.3 Following receipt of the JIF Trust's transfer agent. As required shareholder vote and as soon as reasonably practicable after the Closing, the JAD status of each Current Fund as a designated series of the Company shall be terminated; provided, however, that the termination of each Current Fund as a designated series of the Company shall not be required if the Reorganization shall not have been consummated. 2.4 Following receipt of the required shareholder vote and as soon as reasonably practicable after distribution of the New Fund Shares pursuant to Section 2.2, the Company and the Trust shall take all steps necessary cause Articles of Transfer to effect be filed with the State Department of Assessments and Taxation of Maryland and, following the filing of Articles of Transfer, the Company shall file a complete liquidation Form N-8F with the Securities and Exchange Commission to deregister as an investment company. Following such deregistration, the Company shall file Articles of Dissolution with the State Department of Assessments and Taxation of Maryland to dissolve the Company as a Maryland corporation; provided, however, that the filing of Articles of Transfer, a Form N-8F and Articles of Dissolution as aforesaid shall not be required if the Reorganization shall not have been consummated. 2.5 Any transfer taxes payable on issuance of New Fund Shares in a name other than that of the Predecessor Fundregistered holder of the Current Fund Shares exchanged therefor shall be paid by the person to whom such New Fund Shares are to be issued, as a condition of such transfer. 2.6 Any reporting responsibility of the Company or each Current Fund to a public authority is and shall remain its responsibility up to and including the date on which it is terminated.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund, except that full and fractional Class J Successor Fund Shares shall be delivered to the JAD Trust having an aggregate net asset value equal to the value of the aggregate net assets of Class S Shares of the Predecessor Fund which are held by direct shareholders, as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class J, Class R and Class S Successor Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class D, Class I, Class R R, Class S and Class S T Successor Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the each Predecessor Fund, as set forth in paragraph 1.2, to the corresponding Successor Fund, (ii) the JIF Trust shall cause the each Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R and Class S Successor Fund Shares Shares, as applicable, having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the corresponding Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the each Successor Fund to assume all liabilities of the corresponding Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the each Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Each Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the corresponding Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Each Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R and Class S Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares Shares, as applicable, then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares Shares, as applicable, due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor Fund Shares Shares, as applicable, in connection with such exchange. Ownership of Class A, Class C, Class I, Class R and Class S Successor Fund Shares Shares, as applicable, will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the each Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) the Target Fund shall transfer all or substantially all of the assets of the Predecessor Fundits assets, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust Acquiring Fund shall cause the Successor Fund to deliver to the JAD Trust Target Fund full and fractional Class A, Class C, Class I, Class R S, Class N, and Class S Successor T Acquiring Fund Shares Shares, in each case, having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust Acquiring Fund shall cause the Successor Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on as of the Closing DateClosing. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on as of the Closing DateClosing. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classesrecord, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class I, Class R S, Class N and Class S Successor T Acquiring Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R S, Class N and Class S Successor T Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Class A, Class C, Class I, Class S, Class, Class N, and Class T Current Shareholders Shareholders, respectively, and representing the respective pro rata number of the Class A, Class C, Class I, Class R S, Class N and Class S Successor T Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Acquiring Fund shall not issue certificates representing the Class A, Class C, Class I, Class R S, Class N and Class S Successor T Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R S, Class N and Class S Successor T Acquiring Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, but in no event later than 12 months after the JAD Closing Date, the Trust shall take all steps necessary to effect a complete liquidation and dissolution pursuant to applicable state law of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Target Fund, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust shall cause the Successor Acquiring Fund to deliver to the JAD Trust full and fractional Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Acquiring Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on the Closing Date. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Current Shareholders and representing the respective pro rata number of the Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Acquiring Fund shall not issue certificates representing the Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares in connection with such exchange. Ownership of Institutional Class A, and Service Class C, Class I, Class R and Class S Successor Acquiring Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Target Fund, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust shall cause the Successor Acquiring Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R C and Class S Successor I Acquiring Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Acquiring Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on the Closing Date. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class I, Class R C and Class S Successor Fund I Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R C and Class S Successor I Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R C and Class S Successor I Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Acquiring Fund shall not issue certificates representing the Class A, Class C, Class I, Class R I and Class S Successor C Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R C and Class S Successor Fund I Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R S and Class S T Successor Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R I and Class S Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R I and Class S Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R I and Class S Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R I and Class S Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class I, Class R I and Class S Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R I and Class S Successor Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Target Fund, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust shall cause the Successor Acquiring Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Dateclosing date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Acquiring Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on the Closing Date. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD TrustTrust with respect to the Target Fund. The Successor Acquiring Fund shall not issue certificates representing the Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class D, Class I, Class R N, Class R, Class S, and Class S Successor T Acquiring Fund Shares will be shown on the books of the JIF Acquiring Fund as maintained by the Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares in connection with such exchange. Ownership of [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 11.1. Subject to any requisite approvals of the shareholders of each Acquired Fund and Successor Fund and the other terms and conditions herein set forthforth and on the basis of the representations and warranties contained herein, the JAD Trust shall (i) agrees to transfer all or substantially all of the assets of the Predecessor each Acquired Fund, as set forth in paragraph 1.2, to the corresponding Successor Fund, (ii) the JIF Trust shall cause and the Successor Fund agrees in exchange therefore: (i) to deliver to the JAD Trust corresponding Acquired Fund the number of full and fractional Successor Fund Shares corresponding to each class of the Acquired Fund Shares as of the time and date set forth in paragraph 2.1; (ii) to credit to the shareholders of record of Institutional Class Shares of each Acquired Fund full and fractional Institutional Class Shares of the corresponding Successor Fund, to credit shareholders of record of Class A Shares of each Acquired Fund with full and fractional Class A, Class C, Class I, Class R and Class S A Shares of the corresponding Successor Fund and to credit shareholders of record of Investor Class Shares having an aggregate net asset value approximately equal to the value of each Acquired Fund with full and fractional Investor Class Shares of the aggregate net assets of the same class of shares of the Predecessor corresponding Successor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as time and date set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor each Acquired Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 11.2. The assets of the Predecessor Fund Acquired Funds to be acquired by the corresponding Successor Fund Funds shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest interests receivable which that are owned by the Predecessor such Acquired Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund Acquired Funds on the closing date provided in paragraph 2.1 (the “Closing Date”). The Successor Fund will assume all of the All liabilities, expenses, costs, charges and reserves of the Predecessor Acquired Funds, to the extent that they exist at or after the Closing, shall after the Closing attach to the corresponding Successor Funds and may be enforced against the Successor Funds to the same extent as if the same had been incurred by the Successor Funds. 11.3. Immediately upon delivery to each Acquired Fund of any kindthe requisite full and fractional Successor Fund Shares corresponding to each class of the Acquired Fund Shares as provided for in paragraph 1.1, whether absoluteas the then sole shareholder of the Successor Fund each Acquired Fund shall approve the investment management agreement and relevant investment sub-advisory agreements, accrued, contingent and shall take such other actions as an officer of the Company may deem necessary or otherwise desirable in existence on furtherance of the Closing Datepurposes of this Agreement. 1.3 The Predecessor Fund will 11.4. Immediately following the actions contemplated by paragraph 1.3, the Company shall (a) distribute pro rata to its the shareholders of record of the applicable classes, determined each class of Acquired Fund Shares as of immediately after the close of business on the Closing Date Date, as defined in paragraph 2.1 (the "“Current Shareholders"”), on a pro rata basis within that class, the Class A, Class C, Class I, Class R and Class S Successor Fund Shares of the corresponding class received by the JAD Trust Company, on behalf of such Acquired Fund, pursuant to paragraph 1.11.1 and (b) completely liquidate. Such distribution and liquidation will be accomplished accomplished, with respect to each class of Acquired Fund Shares, by the transfer of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares then credited to the accounts of the Predecessor Fund Acquired Funds on the books of the Successor Fund Funds to open accounts on the share records of the Successor Fund Funds in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R and Class S Successor Fund Shares due to such shareholdersShareholders. All issued and outstanding shares of the Predecessor Fund Acquired Funds will simultaneously be canceled on the books of the JAD TrustCompany. The Successor Fund Funds shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R and Class S Successor Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust Company shall take all steps necessary to effect a complete liquidation of the Predecessor FundAcquired Funds and shall file such instruments, if any, as are necessary to effect the dissolution of the Acquired Funds and shall take all other steps necessary to effect such dissolution.

Plan of Reorganization. 1.1 Subject to the requisite approval of the Predecessor Funds' shareholders and the other terms and conditions herein set forthforth and on the basis of the representations and warranties contained herein, the JAD Trust Corporation shall (i) transfer all or substantially all of the assets of the each Predecessor Fund, as set forth in paragraph 1.2, to the corresponding Successor Fund, (ii) and the JIF Trust shall (i) cause the Successor Fund Funds to deliver to the JAD Trust Corporation a number of full and fractional Class A, Class C, Class I, Class R and Class S Successor Janus Value Fund Shares having an aggregate net asset value approximately and Janus International Fund Shares equal to the value of the aggregate net assets of the same class number of shares of the corresponding Predecessor Fund Fund, as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as time and date set forth in paragraph 2.1 (the "Closing Date") Article 2 and (iiiii) the JIF Trust shall cause the Successor Fund to assume all the known liabilities of the Predecessor FundFunds, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the each Predecessor Fund to be acquired by the corresponding Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which that are owned by the such Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the closing date provided in paragraph 2.1 (the "Closing Date"). The Successor Fund will assume all of the All known liabilities, expenses, costs, charges and reserves of each Predecessor Fund, to the Predecessor Fund of any kindextent that they exist at or after the Closing, whether absolute, accrued, contingent or otherwise in existence on shall after the Closing Dateattach to the corresponding Successor Fund, and may be enforced against such Successor Fund to the same extent as if the same had been incurred by the Successor Fund. 1.3 The Each Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classesrecord, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the Class A, Class C, Class I, Class R applicable Janus Value Fund Shares and Class S Successor Janus International Fund Shares received by the JAD Trust Corporation pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R Janus Value Fund Shares and Class S Successor Janus International Fund Shares then credited to the accounts of the applicable Predecessor Fund on the books of the corresponding Successor Fund to open accounts on the share records of the corresponding Successor Fund in the names of the applicable Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R and Class S Successor Janus Value Fund Shares and Janus International Fund Shares, as applicable, of the corresponding class due to such shareholders. All issued and outstanding shares of the each Predecessor Fund will simultaneously be canceled on the books of the JAD TrustCorporation. The Successor Fund Funds shall not issue certificates representing the Class A, Class C, Class I, Class R and Class S Successor Janus Value Fund Shares and Janus International Fund Shares, as applicable, in connection with such exchange. Ownership of Class A, Class C, Class I, Class R Janus Value Fund Shares and Class S Successor Janus International Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust Corporation shall take all steps necessary to effect a complete liquidation of the Predecessor Funds. 1.4 Any reporting responsibility of the Predecessor Funds including, but not limited to, the responsibility for filing of regulatory reports, tax returns, or other documents with the U.S. Securities and Exchange Commission (the "Commission"), any state securities commission, and any federal, state or local tax authorities or any other relevant regulatory authority, is and shall remain the responsibility of the Predecessor Funds. 1.5 All books and records of each Predecessor Fund, including all books and records required to be maintained under the Investment Company Act of 1940, as amended (the "1940 Act") and the rules and regulations thereunder, shall be available to the corresponding Successor Fund from and after the Closing Date and shall be turned over to such Successor Fund as soon as practicable following the Closing Date.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class D, Class I, Class R S and Class S T Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class D, Class I, Class R S and Class S T Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class D, Class I, Class R S and Class S T Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class D, Class I, Class R S and Class S T Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the Class A, Class C, Class D, Class I, Class R S and Class S T Successor Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class D, Class I, Class R (to which no assets are exchanged related to the Reorganization), Class S and Class S T Successor Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Target Fund, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust shall cause the Successor Acquiring Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Acquiring Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on the Closing Date. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Acquiring Fund shall not issue certificates representing the Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class D, I, Class R S, N and Class S Successor T Acquiring Fund Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Target Fund, as set forth in paragraph 1.2, to the Successor Acquiring Fund, (ii) the JIF Trust shall cause the Successor Acquiring Fund to deliver to the JAD Trust full and fractional Class A, Class C, Class I, Class R I and Class S Successor Y Acquiring Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Target Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "“Closing Date"”) and (iii) the JIF Trust shall cause the Successor Acquiring Fund to assume all liabilities of the Predecessor Target Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "“Closing"”). 1.2 The assets of the Predecessor Target Fund to be acquired by the Successor Acquiring Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Target Fund on the Closing Date. The Successor Acquiring Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Target Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Target Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "“Current Shareholders"”), the Class A, Class C, Class I, Class R I and Class S Successor Fund Y Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the Class A, Class C, Class I, Class R I and Class S Successor Y Acquiring Fund Shares then credited to the accounts of the Predecessor Target Fund on the books of the Successor Acquiring Fund to open accounts on the share records of the Successor Acquiring Fund in the names of the Current Shareholders and representing the respective pro rata number of the Class A, Class C, Class I, Class R I and Class S Successor Y Acquiring Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Target Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Acquiring Fund shall not issue certificates representing the Class A, Class C, Class I, Class R C and Class S Successor Y Acquiring Fund Shares in connection with such exchange. Ownership of Class A, Class C, Class I, Class R I and Class S Successor Fund Y Shares will be shown on the books of the JIF Trust's ’s transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Target Fund.

Plan of Reorganization. 1.1 Subject to the terms and conditions herein set forth, the JAD Trust shall (i) transfer all or substantially all of the assets of the Predecessor Fund, as set forth in paragraph 1.2, to the Successor Fund, (ii) the JIF Trust shall cause the Successor Fund to deliver to the JAD Trust full and fractional [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares having an aggregate net asset value approximately equal to the value of the aggregate net assets of the same class of shares of the Predecessor Fund as of the close of regular session trading on the New York Stock Exchange on the Closing Date, as set forth in paragraph 2.1 (the "Closing Date") and (iii) the JIF Trust shall cause the Successor Fund to assume all liabilities of the Predecessor Fund, as set forth in paragraph 1.2. Such transactions shall take place at the closing provided for in paragraph 2.1 (the "Closing"). 1.2 The assets of the Predecessor Fund to be acquired by the Successor Fund shall consist of all property, including, without limitation, all cash, securities, commodities and futures interests, and dividends or interest receivable which are owned by the Predecessor Fund and any deferred or prepaid expenses shown as an asset on the books of the Predecessor Fund on the Closing Date. The Successor Fund will assume all of the liabilities, expenses, costs, charges and reserves of the Predecessor Fund of any kind, whether absolute, accrued, contingent or otherwise in existence on the Closing Date. 1.3 The Predecessor Fund will distribute pro rata to its shareholders of record of the applicable classes, determined as of immediately after the close of business on the Closing Date (the "Current Shareholders"), the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares received by the JAD Trust pursuant to paragraph 1.1. Such distribution and liquidation will be accomplished by the transfer of the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares then credited to the accounts of the Predecessor Fund on the books of the Successor Fund to open accounts on the share records of the Successor Fund in the names of the Current Shareholders and representing the respective pro rata number of the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares due to such shareholders. All issued and outstanding shares of the Predecessor Fund will simultaneously be canceled on the books of the JAD Trust. The Successor Fund shall not issue certificates representing the [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares in connection with such exchange. Ownership of [Class A, Class C, Class I, Class R and Class S S] Successor Fund Shares will be shown on the books of the JIF Trust's transfer agent. As soon as practicable after the Closing, the JAD Trust shall take all steps necessary to effect a complete liquidation of the Predecessor Fund.