Shareholder Approvals; Prospectus and Statement of Additional --------------------------------------------------------------------------- Information Supplements; Information in Proxy Materials of the Fund -------------------------------------------------------------------- and Post-Effective Amendments to the Fund's Registration Statement. ------------------------------------------------------------------- Promptly after the date hereof, Avalon shall file with the Commission supplements to the Fund's prospectus and SAI, copies of which supplements are attached hereto as Exhibit 10, reflecting the execution of this Agreement and other related matters. Xxxxxx shall promptly and fully cooperate with Avalon in the filing of any such prospectus and SAI supplements. Xxxxxx and Avalon will cooperate with each other and Avalon shall, on behalf of the Fund, file with the Commission a post-effective amendment to the Fund's registration statement on Form N-lA prior to the Closing Date to reflect all changes in the Fund's affairs as a consequence of the Closing under this Agreement. Avalon also shall, on behalf of the Fund, promptly cause the Fund to make any other filings necessary to satisfy applicable disclosure requirements under federal and state securities laws to enable the public distribution of the shares of the Fund to commence after the Closing and promptly respond to comments or inquiries by any federal and state regulatory organizations regarding such filings. In addition, Avalon shall, on behalf of the Fund, promptly file a post-effective amendment to the Fund's registration statement on or immediately after the Closing Date to reflect the consummation of the Transactions. Avalon covenants that any information or data provided by it that describes Avalon or the Fund or their affiliates or any of their business operations or plans in any prospectus or SAI supplements or post-effective amendments to the Fund's registration statement on Form N-lA filed with the Commission after the date of this Agreement (which shall include all information with respect to changes in the Fund's affairs as a consequence of the Transactions), and in any proxy solicitation materials as may be required for any shareholders meeting which may be called for the purpose of obtaining the Requisite Approvals, and in any other document filed with the Commission or the NASD or any other regulatory body, will not contain, at the time any such supplements or amendments become effective, or at the times such proxy solici...
