Common use of TAX STATUS OF REORGANIZATION Clause in Contracts

TAX STATUS OF REORGANIZATION. The intention of the parties is that the transaction contemplated by this Agreement will qualify as a reorganization within the meaning of Section 368(a) of the Code. Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel to each of the Trust and the Funds, will render an opinion on these matters. None of the Trust, the Acquiring Fund nor the Target Fund shall 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 results in the failure of 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 Trust, the Acquiring Fund and the Target Fund will take such action, or cause such action to be taken, as is reasonably necessary to enable Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel to the Trust, to render the tax opinion required herein (including, without limitation, each party s execution of representations reasonably requested by and addressed to Xxxxxxx Xxxx & Xxxxxxxxx LLP). 5.11

TAX STATUS OF REORGANIZATION. The intention of the parties is that the transaction contemplated by this Agreement will qualify as a reorganization within the meaning of Section 368(a) of the Code. Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel to each of the Trust Corporation and the FundsTrust, will render an opinion on these matters. None of the Trust, the Corporation, the Acquiring Fund nor the Target Acquired Fund shall 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 results in the failure of 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 Trust, the Corporation, the Acquiring Fund and the Target Acquired Fund will take such action, or cause such action to be taken, as is reasonably necessary to enable Xxxxxxx Xxxx & Xxxxxxxxx LLP, counsel to each of the Corporation and the Trust, to render the tax opinion required herein (including, without limitation, each party s party's execution of representations reasonably requested by and addressed to Xxxxxxx Xxxx & Xxxxxxxxx LLP). 5.11.