Common use of Valuation Clause in Contracts

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Ing Variable Products Trust), Agreement and Plan of Reorganization (Ing Investment Funds Inc), Agreement and Plan of Reorganization (Ing Equity Trust)

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Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's Board of Trustees’s Board. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, each as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of Trustees’s Board. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C and Class Q shares of the I Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Eclipse Funds Inc.), Agreement and Plan of Reorganization (Eclipse Funds), Agreement and Plan of Reorganization (Mainstay Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds), Agreement and Plan of Reorganization (Pilgrim Equity Trust)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C I and Class Q S Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C I and Class Q S Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C I and Class Q S shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent accountantsregistered public accounting firm.

Appears in 2 contracts

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

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.2. The net asset value of a Class AADV Class, Class B, Class C S and Class Q I Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.3. The number of the Class AADV Class, Class B, Class C S and Class Q I Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class AADV Class, Class B, Class C S and Class Q I shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent registered public accountants.

Appears in 2 contracts

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

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, B and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, B and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by the Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds), Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's Board of Trustees’s Board. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, each as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of Trustees’s Board. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C C, Class I, Class R1 and Class Q R2 Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C C, Class I, Class R1 and Class Q shares of the R2 Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Icap Funds Inc), Agreement and Plan of Reorganization (Icap Funds Inc)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.2. The net asset value of a Class AADV Class, Class B, Class C S and Class Q S2 Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.3. The number of the Class AADV Class, Class B, Class C S and Class Q S2 Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class AADV Class, Class B, Class C S and Class Q S2 shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent accountantsregistered public accounting firm.

Appears in 2 contracts

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

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of TrusteesDirectors. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of TrusteesDirectors. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s Class I assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may bePortfolio, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an a Class I Acquiring Fund Portfolio Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent accountantsregistered public accounting firm.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Ing Partners Inc), Agreement and Plan of Reorganization (Ing Partners Inc)

Valuation. 2.1. The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of on the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

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

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, Class C C, Class M and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. 2.3 The number of the Class A, Class B, Class C C, Class M and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, Class M and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by the Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Pilgrim Investment Funds Inc/Md), Agreement and Plan of Reorganization (Pilgrim Investment Funds Inc/Md)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, A and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class Class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, A and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class Class by dividing the value of the net assets with respect to the Individual Class Aand Institutional Class shares, Class Brespectively, Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Class A or Class C Share, as applicable, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Capstone Social Ethics & Religious Values Fund), Agreement and Plan of Reorganization (Capstone Social Ethics & Religious Values Fund)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same Class, determined in accordance with paragraph 2.22. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Ing Equity Trust), Agreement and Plan of Reorganization (Ing Equity Trust)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Funds Trust)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures instead in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures instead in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures instead in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. 2.3 The number of the Class A, Class B, and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Growth & Income Fund Inc)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C C, Class I and Class Q O Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C C, Class I and Class Q O Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, Class I and Class Q O shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's ’s designated record keeping agent and shall be subject to review by Acquiring Fund's ’s record keeping agent and by each Fund's ’s respective independent registered public accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Mutual Funds)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, B and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, B and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Reorganization Agreement (Ing Equity Trust)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures and then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2 The net asset value of a Class A, Class B and Class C Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, B and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by the Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the Company’s then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Company’s Board of TrusteesDirectors. 2.2. The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Class I Share and an Acquiring Fund Class N Share shall be the net asset value per share computed with respect to that each class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Company’s then-current prospectus and statement of additional information and valuation procedures established by the Acquiring Fund's Company’s Board of TrusteesDirectors. 2.3. The number of the Class A, Class B, Class C and Class Q Acquiring Fund Class I Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Acquired Fund Class A, Class B, Class C and Class Q shares of the Acquired Fund, as the case may beI Shares, determined using the same valuation procedures referred to in paragraph 2.1Section 2, by the net asset value of an Acquiring Fund Class I Share, determined in accordance with paragraph Section 2.2. 2.4. The number of the Acquiring Fund Class N Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund’s assets shall be determined with respect to such class by dividing the value of the net assets with respect to the Acquired Fund Class N Shares, determined using the same valuation procedures referred to in Section 2, by the net asset value of an Acquiring Fund Class N Share, determined in accordance with Section 2.2. 2.5. All computations of value shall be made by the Acquired Fund's Company’s designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective the Company’s independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (TCW Funds Inc)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C C, Class M and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, Class C C, Class M and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, Class M and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by the Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets Acquired Fund's assets to be acquired by the Acquiring Fund hereunder shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the Acquiring Company's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q T Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Valuation Date, using the valuation procedures set forth in the Acquiring FundCompany's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, Class C and Class Q T Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q T shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Acquiring Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountantsagent.

Appears in 1 contract

Samples: Reorganization Agreement (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets Acquired Fund's assets to be acquired by the Acquiring Fund hereunder shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the Acquiring Company's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, B and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Valuation Date, using the valuation procedures set forth in the Acquiring FundCompany's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q T shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Acquiring Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountantsagent.

Appears in 1 contract

Samples: Reorganization Agreement (Pilgrim Mutual Funds)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.2. The net asset value of a Class AADV Class, Class B, Class C I and Class Q S Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.3. The number of the Class AADV Class, Class B, Class C I and Class Q S Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class AADV Class, Class B, Class C I and Class Q S shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent registered public accountants.

Appears in 1 contract

Samples: Reorganization Agreement (Ing Variable Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, and Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Smallcap Opportunities Fund)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's Board of Trustees’s Board. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, each as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of Trustees’s Board. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C C, Class I, Class R2 and Class Q R3 Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C C, Class I, Class R2 and Class Q shares of the R3 Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mainstay Funds)

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Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's ’s designated record keeping agent and shall be subject to review by Acquiring Fund's ’s record keeping agent and by each Fund's ’s respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Equity Trust)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's ’s designated record keeping agent and shall be subject to review by Acquiring Fund's ’s record keeping agent and by each Fund's ’s respective independent registered public accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Equity Trust)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, B or Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of on the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. 2.3 The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, B and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing International Fund Inc)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, Class C C, Class M, Class Q and Class Q T Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. 2.3 The number of the Class A, Class B, Class C C, Class M, Class Q and Class Q T Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, Class M, Class Q and Class Q T shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by the Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Gnma Income Fund Inc)

Valuation. 2.1. 2.1 The value of the Assets Acquired Fund's assets to be acquired by the Acquiring Fund hereunder shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the Acquiring Company's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q T Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Valuation Date, using the valuation procedures set forth in the Acquiring FundCompany's Declaration of Trust and then-current prospectus and or statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring FundCompany's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, Class C and Class Q T Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q T shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountantsagent.

Appears in 1 contract

Samples: Reorganization Agreement (Pilgrim Mutual Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's ’s Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C and Class Q shares I of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investments, in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Eclipse Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class Class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class Class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Smallcap Opportunities Fund)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C C, Class I and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. The number of the Class A, Class B, Class C C, Class I and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C C, Class I and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Variable Products Trust)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Board of TrusteesDirectors. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Investment Funds Inc)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus and statement of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's Board of Trustees’s Board. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, each as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of Trustees’s Board. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C C, Class I and Class Q R3 Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C C, Class I and Class Q shares of the R3 Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Mainstay Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed of such Assets as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called also referred to herein as the "Valuation Date"), computed using the valuation procedures set forth in the Acquired Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fundinformation, each as may be supplemented, and valuation procedures established by the Acquiring FundVeracity Trust's Board of Trustees. 2.2. 2.2 The net asset value NAV of a each Class A, Class B, Class C A and Class Q Y Acquiring Fund Share shall be the net asset value NAV per share computed with respect to that class as of the Valuation Date, computed using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information, each as may be supplemented, and valuation procedures established by the Acquiring FundMST's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, Class C A and Class Q Y Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the corresponding Class A, Class B, Class C R and Class Q shares of the I Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value NAV of an a corresponding Acquiring Fund ShareShare (pursuant to Section 1.1 of this Agreement), determined using the same valuation procedures referred to in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by State Street Bank and Trust Company, in its capacity as sub-administrator for MST with respect to the Acquiring Fund, and shall be subject to confirmation by Munder Capital Management ("MCM"), MST's administrator. All computations of value with respect to the Acquired Fund's designated record keeping Fund shall be made by Ultimus Fund Solutions, LLC, in its capacity as transfer agent and administrator ("Acquired Fund Transfer Agent") of Veracity Trust, and shall be subject to review by Acquiring Fund's record keeping agent and by each Fund's respective independent accountantsMCM.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Munder Series Trust)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus prospectuses and statement statements of additional information with respect to the Acquiring Acquired Fund, and valuation procedures established by the Acquiring Acquired Fund's ’s Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional information, as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of Trustees’s Board. 2.3. 2.3 The number of the Investor Class, Class A, Class BC, Class C and Class Q I Acquiring Fund Shares (as applicable), to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class BC, Class C and Class Q shares of the I Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund and the Acquiring Fund's designated record keeping agent , and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 1 contract

Samples: Reorganization Agreement (Eclipse Funds Inc.)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of TrusteesDirectors. 2.2. The net asset value of a Class AADV Class, Class B, Class C S and Class Q I Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of TrusteesDirectors. 2.3. The number of the Class AADV Class, Class B, Class C S and Class Q I Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class AADV Class, Class B, Class C S and Class Q I shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent registered public accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Partners Inc)

Valuation. 2.1. 2.1 The value of the Assets shall be the value of such Assets computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures set forth in the then-current prospectus prospectuses and statement statements of additional information with respect to the Acquiring FundAcquired Funds, and valuation procedures established by the Acquiring Fund's Acquired Funds’ Board of TrusteesDirectors. 2.2. 2.2 The net asset value of a Class A, Class B, Class C and Class Q an Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Funds’ then-current prospectus prospectuses and statement statements of additional information, each as may be supplemented, and valuation procedures established by the Acquiring Fund's Board of TrusteesFunds’ Board. 2.3. 2.3 The number of the Investor Class, Class A, Class B, Class C I, Class R1, Class R2, and Class Q R3 Acquiring Fund Shares (as applicable), to be issued (including fractional shares, if any) in exchange for the each Acquired Fund's assets ’s Assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Investor Class, Class A, Class B, Class C I, Class R1, Class R2, and Class Q shares of the R3 Acquired FundFund Shares, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by New York Life Investment Management LLC (“New York Life Investments”), in its capacity as administrator for the Acquired Fund's designated record keeping agent Funds and the Acquiring Funds, and shall be subject to review confirmation by Acquiring each Fund's ’s record keeping agent and by each Fund's respective ’s independent accountants.

Appears in 1 contract

Samples: Reorganization Agreement (Icap Funds Inc)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring FundPortfolio, and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.2. The net asset value of a Class AADV Class, Class B, Class C I and Class Q S Acquiring Fund Portfolio Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's Portfolio’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's Portfolio’s Board of Trustees. 2.3. The number of the Class AADV Class, Class B, Class C I and Class Q S Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's Portfolio’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class AADV Class, Class B, Class C I and Class Q S shares of the Acquired FundPortfolio, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund SharePortfolio Share of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's Portfolio’s designated record keeping agent and shall be subject to review by Acquiring Fund's Portfolio’s record keeping agent and by each Fund's Portfolio’s respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Variable Funds)

Valuation. 2.1. 2.1 The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.2. 2.2 The net asset value of a Class A, Class B, B or Class C and Class Q Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's Board of Trustees. 2.3. 2.3 The number of the Class A, Class B, B and Class C and Class Q Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, B and Class C and Class Q shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund Share, determined in accordance with paragraph 2.2. 2.4. 2.4 All computations of value shall be made by the Acquired Fund's designated record keeping agent and shall be subject to review confirmation by Acquiring Fund's record keeping agent and by each Fund's respective independent accountants.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pilgrim Mutual Funds)

Valuation. 2.1. The value of the Assets shall be the value computed as of immediately after the close of business of the New York Stock Exchange and after the declaration of any dividends on the Closing Date (such time and date being hereinafter called the "Valuation Date"), using the valuation procedures in the then-current prospectus and statement of additional information with respect to the Acquiring Fund, and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.2. The net asset value of a Class A, Class B, Class C and Class Q I Acquiring Fund Share shall be the net asset value per share computed with respect to that class as of the Valuation Date, using the valuation procedures set forth in the Acquiring Fund's ’s then-current prospectus and statement of additional and valuation procedures established by the Acquiring Fund's ’s Board of Trustees. 2.3. The number of the Class A, Class B, Class C and Class Q I Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Fund's ’s assets shall be determined with respect to each such class by dividing the value of the net assets with respect to the Class A, Class B, Class C and Class Q I shares of the Acquired Fund, as the case may be, determined using the same valuation procedures referred to in paragraph 2.1, by the net asset value of an Acquiring Fund ShareShare of the same class, determined in accordance with paragraph 2.2. 2.4. All computations of value shall be made by the Acquired Fund's ’s designated record keeping agent and shall be subject to review by Acquiring Fund's ’s record keeping agent and by each Fund's ’s respective independent accountantsregistered public accounting firm.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Ing Equity Trust)