Common use of TAX STATUS OF REORGANIZATION Clause in Contracts

TAX STATUS OF REORGANIZATION. It is the intention of the parties that each Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Selling Funds or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a Reorganization to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Boulder Growth & Income Fund), Agreement and Plan of Reorganization (Lola Brown Trust 1b), Agreement and Plan of Reorganization (Boulder Growth & Income Fund)

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TAX STATUS OF REORGANIZATION. It is The Funds intend that the intention of the parties that each Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Selling Funds Trust, the Selling Fund, the Acquiring Trust or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a the Reorganization to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx Xxxxx Xxxxxx & Xxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 2 contracts

Samples: Reorganization Agreement (Financial Investors Trust), Agreement and Plan of Reorganization (Financial Investors Trust)

TAX STATUS OF REORGANIZATION. It is The parties intend that the intention of the parties that each Reorganization will qualify as a reorganization within the meaning of Section 368(a368(a)(1) of the Code. None of the Selling Funds Trust, the Selling Fund, the Acquiring Company or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a the Reorganization to qualify as a reorganization within the meaning of Section 368(a368(a)(1) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Meridian Fund Inc), Agreement and Plan of Reorganization (Meridian Fund Inc)

TAX STATUS OF REORGANIZATION. It is The parties intend that the intention of the parties that each Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Selling Funds Trust, the Acquired Fund, or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a the Reorganization to qualify as a reorganization within the meaning of Section 368(a368(a)(1) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx Xxxxx Xxxxxx & Xxxxxx LLP to render the tax opinion contemplated in this Agreement. The parties hereto agree to report the Reorganization as a reorganization qualifying under Code Section 368(a).

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Financial Investors Trust), Agreement and Plan of Reorganization (Financial Investors Trust)

TAX STATUS OF REORGANIZATION. It is the intention of the parties that each Reorganization the transaction will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Selling Funds Trust, the Selling Fund, the Acquiring Trust or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax returnTax Return) that is inconsistent with such treatment or that results in the failure of a Reorganization the transaction to qualify as a reorganization within the meaning of Section 368(a368(a)(1)(F) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx LLP Xxxxxx Price P.C. to render the tax opinion contemplated in this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Financial Investors Trust)

TAX STATUS OF REORGANIZATION. It is the intention of the parties that each the Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of the Selling Funds Fund, the Acquiring Trust or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a the Reorganization to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx Dxxxx Xxxxxx & Sxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Westcore Trust)

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TAX STATUS OF REORGANIZATION. It is the intention of the parties that each the Reorganization will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of Neither the Selling Funds or Acquired Fund nor the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a Reorganization to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable XxXxxx Xxxx Xxxxxxxx LLP & Xxxxxxx S.C. to render the tax opinion contemplated in this Agreement.

Appears in 1 contract

Samples: Reorganization Agreement (Madison Covered Call & Equity Strategy Fund)

TAX STATUS OF REORGANIZATION. It is The parties intend that the intention of the parties that each Reorganization will qualify as a reorganization within the meaning of Section 368(a368(a)(1) of the Code. None of the Selling Funds Trust, the Selling Fund, the Acquiring Trust or the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a the Reorganization to qualify as a reorganization within the meaning of Section 368(a368(a)(1) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx Dxxxx Xxxxxx & Sxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Financial Investors Trust)

TAX STATUS OF REORGANIZATION. It With respect to the Reorganization, it is the intention of the parties that each Reorganization the transaction will qualify as a reorganization within the meaning of Section 368(a) of the Code. None of Neither the Selling Funds or Acquired Fund nor the Acquiring Fund shall (either before or after the Closing Date) take any action or cause any action to be taken (including, without limitation the filing of any tax return) that is inconsistent with such treatment or that results in the failure of a Reorganization the transaction to qualify as a reorganization within the meaning of Section 368(a) of the Code. At or prior to the Closing Date, the parties to this Agreement will take such reasonable action, or cause such action to be taken, as is reasonably necessary to enable Xxxx Xxxxxxxx Xxxxxxx and Xxxxxx LLP to render the tax opinion contemplated in this Agreement.

Appears in 1 contract

Samples: Reorganization Agreement (First Trust Strategic High Income Fund Ii)

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