Common use of Valuation Clause in Contracts

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund Assets shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information; provided, however, if the Acquiring Fund has no assets as of the Closing Date (other than a nominal amount of assets represented by shares issued to the Acquiring Fund Adviser, or its affiliate, as the initial stockholder of the Acquiring Fund), the NAV of each Acquiring Fund Share shall be the same as the NAV of each share of common stock of the Acquired Fund. The NAV of the Acquired Fund Assets shall be computed by Symetra Asset Management Company Compass Bank (the "Acquired Fund AdministratorCustodian") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the face of the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph Section 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundAssets. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired FundAssets, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund AdministratorFund, respectively, to deliver a copy of its valuation report report, reviewed by its independent accountants, to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator Custodian in accordance with its regular practice as custodian and pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of 2.1. On the Closing Date, the Acquiring Fund Shares and the NAV of will deliver to the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, number and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number class of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for Section 1. 2.2. The value of the Acquired Assets and the assumption Fund’s net assets will be computed as of the Assumed Liabilities Valuation Date (defined below). 2.3. The net asset value of an Acquiring Fund Share shall be determined by the net asset value per Investor Select Share, or Fiduciary Share, respectively, of the Acquiring Fund Adviser computed as of the Valuation Date using the valuation procedures for the Acquiring Fund set forth in the Acquiring Company’s Registration Statement (as hereinafter defined), the Acquiring Fund’s then current prospectus(es) and statement of additional information relating to the Acquiring Fund’s Investor Select Shares and Fiduciary Shares (collectively, as amended or supplemented from time to time, the “Acquiring Fund Prospectus”) and the Acquiring Fund’s valuation procedures (the “Acquiring Fund Valuation Procedures”). 2.4. The Valuation Date shall be 4:00 p.m., Eastern time, and after the declaration of any dividends by dividing the NAV Acquired Fund and after effectuating any redemptions of Acquired Fund shares effective as of such date, on the business day immediately preceding the Closing Date, or such earlier date as may be mutually agreed upon in writing by the parties hereto (the “Valuation Date”). 2.5. The Acquiring Fund shall issue the Acquiring Fund Shares to the Acquired Fund on one share deposit receipt registered in the name of the Acquired Fund. The Acquired Fund shall distribute in liquidation to its shareholders of record, all of the Acquiring Fund Shares received by the Acquired Fund as contemplated by Section 1.1, by redelivering such share deposit receipt to the Acquiring Company’s transfer agent which will as soon as practicable set up open accounts for Acquired Fund shareholders in accordance with written instructions furnished by the Acquired Fund. 2.6. The Acquired Fund will pay or cause to be paid to the Acquiring Fund any interest, cash or such dividends, rights and other payments received by it on or after the Closing Date with respect to the Investments (as defined below) and other properties and assets of the Acquired Fund, as determined whether accrued or contingent, received by it on or after the Closing Date. Any such distribution shall be deemed included in accordance with Paragraph 2.1, by the NAV of each assets transferred to the Acquiring Fund Shareat the Closing Date and shall not be separately valued unless the securities in respect of which such distribution is made shall have gone “ex” such distribution prior to the Valuation Date, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and which case any such distribution which remains unpaid at the Closing Date shall be included in the determination of the value of the assets of the Acquired Fund shall cause acquired by the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at ClosingFund. 2.7. All computations of value shall be made by the pricing agent for the Acquiring Fund Adviser and the Acquired Fund Administrator Fund, in accordance with its regular practice as in pricing agent for the shares and assets of the Acquiring Fund using the valuation procedures set forth in the Acquiring Company’s Registration Statement, the Acquiring Fund Prospectus and the Acquired Fund, respectivelyAcquiring Fund Valuation Procedures.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on 2.1. On the Closing Date (the "Valuation Time"). The NAV of Date, each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (will deliver to the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Corresponding Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The a number of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for Section 1.1(b). 2.2. The net asset value of each Acquired Fund’s Assets to be acquired by its Corresponding Acquiring Fund hereunder shall be computed as of the Acquired Assets close of business on the Valuation Date (defined below) by the administrator of the Acquiring Funds pursuant to the valuation procedures set forth in the Aristotle Trust’s Agreement and Declaration of Trust and the assumption Acquiring Fund’s then current prospectus or prospectuses and statement of additional information (“Aristotle Valuation Procedures”); provided, however, that to the extent the net asset value of any Acquired Fund’s Assets computed pursuant to the Aristotle Valuation Procedures is materially different from the net asset value of such Acquired Fund computed pursuant to the Pacific Funds Trust’s valuation procedures, the parties shall cooperate reasonably to resolve such difference, and, in the absence of such agreement, either party may terminate this Agreement as to the Funds in question upon written notice to the other parties. 2.3. The valuation date shall be at the close of business on the business day immediately preceding the Closing Date, after the declaration of any dividends, if applicable, by an Acquired Fund and after effectuating any redemptions of Acquired Fund shares effective as of such date (the “Valuation Date”). 2.4. The Aristotle Trust agrees that each Acquiring Fund shall issue Acquiring Fund Shares to the applicable Corresponding Acquired Fund on one share deposit receipt registered in the name of the Assumed Liabilities Corresponding Acquired Fund. The Acquired Fund shall be determined by distribute in liquidation the Acquiring Fund Adviser Shares received by dividing it hereunder pro rata to Acquired Fund Shareholders as contemplated by Section 1.1, by redelivering such share deposit receipt to the NAV Aristotle Trust’s transfer agent which will as soon as practicable open accounts for Acquired Fund Shareholders in accordance with written instructions furnished by the Acquired Fund. 2.5. Each Acquired Fund will pay or cause to be paid to the Corresponding Acquiring Fund any interest, cash or such dividends, rights and other payments received by it on or after the Closing Date with respect to the Investments (as defined below) and other properties and assets of the Acquired Fund, as determined whether accrued or contingent, received by it on or after the Closing Date. Any such distribution shall be deemed included in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause Assets transferred to the Acquiring Fund Adviser at the Closing Date and shall not be separately valued, unless the securities in respect of which such distribution is made shall have gone “ex” prior to the Valuation Date, in which case any such distribution which remains unpaid at the Closing Date shall be included in the determination of the value of the Assets of an Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made acquired by the Corresponding Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") shall compute the NAV per Acquiring Fund Share in the manner set forth in the Acquiring FundTrust's Agreement and Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall compute the NAV per share of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Trust's Agreement and Declaration of Trust, or By-laws, and the Acquired Fund's then then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at ClosingClosing (as defined in Paragraph 3. 1). All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV per share of each class of the Acquiring Fund Shares and the NAV per share of each class of the Acquired Fund shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston Eastern time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") shall compute the NAV per Acquiring Fund Share in the manner set forth in the Acquiring FundTrust's Agreement and Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall compute the NAV per share of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Trust's Agreement and Declaration of Trust, or By-Laws, and the Acquired Fund's then then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of shares of each class of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund attributable to each class of the Acquired Fund's shares, as determined in accordance with Paragraph 2.1, by the NAV of each an Acquiring Fund ShareShare of the corresponding class, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at ClosingClosing (as defined in Paragraph 3. 1). All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares and having an aggregate net asset value equal to the NAV value of the assets of the Acquired Fund shallattributable to the value of the liabilities attributable to the Acquired Fund Shares assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationthe Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, Class C and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C and Class I shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, Class C and Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Portfolio Shares and the NAV of the Acquired Fund Portfolio shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Portfolio Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Portfolio Adviser") in the manner set forth in the Acquiring FundTrust's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring FundPortfolio's then-current prospectus and statement of additional information. The NAV of the Acquired Fund Portfolio shall be computed by Symetra Asset Management Company (the "Acquired Fund Portfolio Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund Portfolio on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund Portfolio delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired FundPortfolio's then current prospectus and statement of additional information. The Acquiring Fund Portfolio Adviser shall confirm to the Acquiring Fund Portfolio the NAV of the Acquired FundPortfolio. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund Portfolio and the Acquired Fund Portfolio shall cause the Acquiring Fund Portfolio Adviser and the Acquired Fund Portfolio Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Portfolio Adviser and the Acquired Fund Portfolio Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund Portfolio and the Acquired FundPortfolio, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class T, Class B and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Portfolio Shares and the NAV of the Acquired Fund Portfolio shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Portfolio Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Portfolio Adviser") in the manner set forth in the Acquiring FundTrust's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring FundPortfolio's then-current prospectus and statement of additional information. The NAV of the Acquired Fund Portfolio shall be computed by Symetra Asset Management Company BISYS Fund Services Ohio, Inc. (the "Acquired Fund Portfolio Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired FundAcquiring Trust's then Declaration or By-laws, and the Acquiring Portfolio's then-current prospectus and statement of additional information. The Acquiring Fund Portfolio Adviser shall confirm to the Acquiring Fund Portfolio the NAV of the Acquired FundPortfolio. 2.2 The number of Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Portfolio Adviser by dividing the NAV of the Acquired FundPortfolio, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Portfolio Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund Portfolio and the Acquired Fund Portfolio shall cause the Acquiring Fund Portfolio Adviser and the Acquired Fund Portfolio Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Portfolio Adviser and the Acquired Fund Portfolio Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund Portfolio and the Acquired FundPortfolio, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (equal of the "Acquiring NAV of an Investor Class share of the Acquired Fund Adviser") in as of the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationValuation Time. The NAV of the Acquired Fund and of each Investor Class share thereof shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser Adviser") shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, Administrator to deliver a copy of its valuation report to the other party Acquiring Fund at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring FundTrust's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company ASO Services Company, Inc. (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Acquiring Trust's Declaration of Trust, or By-laws, and the Acquiring Fund's then then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value on such date, determined as hereinafter provided in this Section 4: (i) in the case of Class NAV shares of the Acquiring Fund Shares and Fund, equal to the NAV value of the assets, less the value of the liabilities, of the Acquired Fund shallattributable to the Acquired Fund’s Class NAV shares. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class R6 shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Institutional Class Acquired Fund Shares, on such date less the value of the liabilities attributable to Institutional Class Acquired Fund Shares assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV assume all of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV known liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and termination of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyor otherwise.

Valuation. 2.1 2.1. The NAV of the Acquiring Fund Shares and the NAV value of the Acquired Fund shall, in each case, Assets will be determined the value of such assets computed as of the close of business regular trading on the New York Stock Exchange (normally, 4:00 p.m., Boston p.m. Eastern time) on the business day immediately preceding the Closing Date and after the payment or declaration of any distributions or other amounts by Acquired Fund or at such time on such earlier or later date as may be mutually agreed upon in writing by the parties hereto (such time and date being hereinafter called the "“Valuation Time"Date”), all in accordance with the valuation procedures that have been duly approved for Acquired Fund Trust, as well as Acquired Fund’s then-current Prospectus and Statement of Additional Information, each as may be supplemented, and customary procedures for determining the net asset value of a share of an open-end investment company that is registered under the 1940 Act. 2.2. The NAV net asset value of each an Acquiring Fund Share shall will be computed determined by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth described in the Acquiring valuation procedures applicable to Acquired Fund as well as Acquired Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's ’s then-current prospectus Prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")Additional Information, said assets and liabilities to each as may be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fundsupplemented. 2.2 2.3. The number of Acquiring Fund Shares to be issued (including fractional shareshereunder as contemplated in paragraph 1.1 will be determined, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV aggregate net asset value of the Acquired Fund, as Fund Assets to be transferred (determined in accordance with Paragraph paragraph 2.1, ) by the NAV net asset value per share of each Acquiring Fund Share, as (determined in accordance with Paragraph 2paragraph 2.2). For the avoidance of doubt, Acquiring Fund will not issue fractional shares. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing2.4. All computations of value shall will be made by the Acquiring Fund Adviser State Street Bank and the Acquired Fund Administrator Trust Company (“State Street”) or JPMorgan Chase Bank N.A. (“JPM”), or any acquiring successor thereof, in accordance with its regular practice as pricing agent for the Acquiring Fund and the requirements of the 1940 Act. Acquired Fund Trust, on behalf of Acquired Fund, respectivelyor Acquiring Fund Trust, on behalf of Acquiring Fund, as the case may be, will cause State Street or JPM (as applicable) to deliver a copy of Acquired Fund’s or Acquiring Fund’s valuation report at the Closing.

Valuation. 2.1 (a) The NAV value of Acquired Fund's Net Assets to be acquired by Acquiring Fund hereunder and the net asset value per Acquired Fund Common Share shall be determined to the third decimal place as of 4:00 p.m. Eastern Time on the Closing Date in a manner consistent with the valuation procedures described in Acquired Fund's registration statement on Form N-2 filed with the U.S. Securities and Exchange Commission (the "SEC"), as such disclosure has been amended to date by any: (i) amendments to Acquired Fund's registration statement on Form N-2; (ii) press releases issued on behalf of Acquired Fund; and (iii) annual or semi-annual reports of Acquired Fund sent to shareholders pursuant to Section 30 of the 1940 Act (together, the "Acquired Fund Disclosure Documents"). The value of Acquired Fund's Net Assets shall be calculated net of the liquidation preference (including accumulated and unpaid dividends) of all outstanding Acquired Fund Preferred Shares. (b) The value of Acquiring Fund's net asset value per Acquiring Fund Common Share shall be computed to the third decimal place as of 4:00 p.m. Eastern Time on the Closing Date in a manner consistent with the valuation procedures described in Acquiring Fund's registration statement on Form N-2 filed with the SEC, as such disclosures have been amended to date by any: (i) amendments to Acquiring Fund's registration statement on Form N-2; (ii) press releases issued on behalf of Acquiring Fund; and (iii) annual or semi-annual reports of Acquiring Fund sent to shareholders pursuant to Section 30 of the 1940 Act (together, the "Acquiring Fund Disclosure Documents"). The value of the Acquiring Fund's net asset value per Acquiring Fund Shares Common Share shall be calculated net of the liquidation preference (including accumulated and the NAV unpaid dividends) of all outstanding preferred shares of Acquiring Fund. (c) The liquidation preference of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, Preferred Shares and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundPreferred Shares is $50,000 per share. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares and having an aggregate net asset value equal to the NAV aggregate value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C and Class I shares of the Acquired Fund on such date less the value of the liabilities attributable to Class A, Class B, Class C and Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date; determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares and having an aggregate net asset value equal to the NAV value of the assets of the Acquired Fund shallon such date less the value of the liabilities attributable to shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume all of the known liabilities of the Acquired Fund on as of the Closing Date included on Date, whether accrued or contingent, in connection with the Statement acquisition of Assets assets and Liabilities subsequent liquidation and termination of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm as disclosed to the Acquiring Fund the NAV of the Acquired Fundpursuant to Section 2(e) hereof. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, Class C and Class R1 shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C and Class R1 shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, Class C and Class R1 shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Investor Shares and Institutional Shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Investor Shares and Institutional Shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fundshareholders. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value, (i) in the case of Class A shares of the Acquiring Fund Shares and Fund, equal to the NAV value of the assets, less the value of the liabilities, of the Acquired Fund shallattributable to the Acquired Fund’s Class A shares and (ii) in the case of Class I shares of the Acquiring Fund, equal to the value of the assets, less the value of the liabilities, of the Acquired Fund attributable to the Acquired Fund’s Class I shares, on such date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, Class C, and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C, and Class I shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, Class C, and Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, Class C and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C and Class I shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, Class C and Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal: (a) in the case of Class A shares of the Acquiring Fund Shares and Fund, to the NAV aggregate value of the assets of the Acquired Fund shallattributable to Class A, Class B and Class C shares of the Acquired Fund on such date less the value of the liabilities attributable to Class A, Class B and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date; and (b) in the case of Class I shares of the Acquiring Fund, to the value of the assets of the Acquired Fund attributable to Class I shares of the Acquired Fund on such date less the value of the liabilities attributable to Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date; in each casecase determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV value of the an Acquired Fund's net assets to be acquired by its corresponding Acquiring Fund Shares and hereunder shall be the NAV value of the Acquired Fund shall, in each case, be determined such assets computed as of the close of business regular trading on the New York Stock Exchange (normally 4:00 p.m., Boston Eastern time) on the Closing Date except for ARK money market funds which shall use 5:00 p.m. Eastern time (such time and date being hereinafter called the "Valuation TimeDate"), using the valuation procedures set forth in such Acquired Fund's then-current prospectus or statement of additional information. Each Acquiring Fund and Acquired Fund agrees to use all commercially reasonable efforts to resolve any material differences between the prices of portfolio securities determined in accordance with the pricing policies and procedures of an Acquiring Fund and those determined in accordance with the pricing policies and procedures of its corresponding Acquired Fund. Where a pricing difference results from a difference in pricing methodology, the parties will eliminate such difference by using the Acquiring Fund's methodology in valuing the Acquired Fund's assets. 2.2 The NAV net asset value of each an Acquiring Fund Share shall be the net asset value per share computed by Pioneer Investment Managementas of the close of regular trading on the New York Stock Exchange (normally 4:00 p.m. Eastern time) on the Valuation Date, Inc. (using the "Acquiring Fund Adviser") in the manner valuation procedures set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the such Acquiring Fund's then-current prospectus and or statement of additional information. . 2.3 The NAV number of Acquiring Fund Shares (including fractional shares, if any to be rounded to the third decimal place) to be issued by each Acquiring Fund in exchange for the corresponding Acquired Fund's net assets shall be determined as follows, using the same valuation procedures referred to in paragraph 2.1 (when valuing net assets of an Acquired Fund) and paragraph 2.2 (when valuing net assets of an Acquiring Fund): (i) for each Reorganization designated as an "(F)" Reorganization on Annex A, the number of Acquiring Fund Shares of each class shall equal the number of full and fractional Acquired Fund Shares of the corresponding class set forth on Annex A outstanding on the Closing Date, so that the net asset value per share of each class of the Acquired Fund shall be computed by Symetra Asset Management Company (becomes the "Acquired Fund Administrator") by calculating the net asset value per share of each class of the Acquired Assets Acquiring Fund; and by subtracting therefrom (ii) for each Reorganization designated as a "(C)" Reorganization on Annex A, the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by dividing the aggregate net asset value of each class of the Acquired Fund Shares by the net asset value per share of the corresponding class of the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2Shares. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. 2.4 All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its the regular practice as pricing agent for the practices of each Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") shall compute the NAV per Acquiring Fund Share in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall compute the NAV per share of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Acquiring Fund's then Declaration of Trust, or By-laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of 2.1. On the Closing Date, the Acquiring Fund Shares and the NAV of will deliver to the Acquired Fund shall, in each case, be determined as a number of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating Shares having an aggregate net asset value equal to the value of the Acquired Assets and assets acquired by subtracting therefrom the amount Acquiring Fund on the Closing Date, less the value of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities assumed, determined as hereafter provided in this Section 2. 2.2. The value of the Acquired Fund's net assets will be computed as of the Valuation Date using the valuation procedures for the Acquiring Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in HighMark's Declaration of Trust and the Acquired Acquiring Fund's then current prospectus or prospectuses and statement of additional informationinformation (collectively, as amended or supplemented from time to time, the "Acquiring Fund Prospectus"). 2.3. The net asset value of a share of the Acquired Fund will be determined to the nearest full cent as of the Valuation Date, using the valuation procedures set forth in HighMark's Declaration of Trust and the Acquiring Fund Prospectus. 2.4. The Valuation Date shall be 4:00 p.m. Eastern time on [ ], 2006, or such earlier or later day as may be mutually agreed upon in writing by the parties hereto (the "Valuation Date"). 2.5. The Acquiring Fund Adviser shall confirm to issue the Acquiring Fund Shares to the NAV Acquired Fund on one share deposit receipt registered in the name of the Acquired Fund. The Acquired Fund shall distribute in liquidation the Acquiring Fund Shares received by it hereunder pro rata to its stockholders by redelivering such share deposit receipt to HighMark's transfer agent which will as soon as practicable set up open accounts for Acquired Fund stockholders in accordance with written instructions furnished by the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing2.6. All computations of value shall be made by SEI Global Funds Services, in its capacity as pricing agent for the Acquiring Fund Adviser and the Acquired Fund Administrator Fund, in accordance with its regular practice as in pricing agent for the shares and assets of the Acquiring Fund using the valuation procedures set forth in HighMark's Declaration of Trust and the Acquired Fund, respectivelyAcquiring Fund Prospectus.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Investor Class shares and Institutional Class shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Investor Class shares and Institutional Class shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and termination of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fundor otherwise. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston New York time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment ManagementArrivato Advisers, Inc. LLC (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Funds' Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company BISYS Fund Services (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Acquiring Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the 2 US1DOCS 2330310v5 Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV assume all liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and dissolution of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administratoror otherwise, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent except for the Acquiring Fund and the Acquired Fund’s liabilities, respectivelyif any, arising pursuant to this Agreement.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund Assets shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information; provided, however, if the Acquiring Fund has no assets as of the Closing Date (other than a nominal amount of assets represented by shares issued to the Acquiring Fund Adviser, or its affiliate, as the initial shareholder of the Acquiring Fund), the NAV of each Acquiring Fund Share shall be the same as the NAV of each share of the Acquired Fund. The NAV of the Acquired Fund Assets shall be computed by Symetra Asset Management Company U.S. Bancorp Fund Services, LLC (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the face of the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph Section 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundAssets. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired FundAssets, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of 2.1. On the Closing Date, the Acquiring Fund Shares and the NAV of the shall deliver to each Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The a number of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for the Section 1. 2.2. The value of each Acquired Assets and the assumption Fund’s net assets shall be computed as of the Assumed Liabilities shall be determined by Valuation Date (as defined below) using the valuation procedures for the Acquiring Fund Adviser set forth in FundVantage’s Agreement and Declaration of Trust and Bylaws and the Acquiring Fund’s then current prospectus or prospectuses and statement of additional information (collectively, as amended or supplemented from time to time, the “Acquiring Fund Prospectus”). 2.3. The net asset value of an Acquiring Fund Share of an Acquiring Fund shall be the net asset value per Class Y share of the Acquired Fund computed as of the Valuation Date using the valuation procedures for the Acquiring Fund set forth in FundVantage’s Agreement and Declaration of Trust and the Acquiring Fund Prospectus. 2.4. The Valuation Date shall be 4:00 p.m. Eastern time, and after the declaration of any dividends by dividing the NAV Acquired Fund, on the business day immediately preceding the Closing Date, or such earlier date as may be mutually agreed upon in writing by the parties hereto (the “Valuation Date”). 2.5. Each Acquiring Fund shall issue the Acquiring Fund Shares to the corresponding Acquired Fund on one share deposit receipt registered in the name of the Acquired Fund. The Acquired Fund shall distribute in liquidation the Acquired Fund Shares received by it hereunder to its Class A shareholders, Class B Shareholders (with respect to the Tax-Free Securities Fund only) and Class Y shareholders as contemplated by Section 1.1, by redelivering such share deposit receipt to FundVantage’s transfer agent which shall as soon as practicable set up open accounts for Acquired Fund shareholders in accordance with written instructions furnished by the Acquired Fund. Immediately after the close of business on the Valuation Date, the share transfer books of the Acquired Fund shall be closed and no further transfers of Acquired Fund Shares shall be made. 2.6. Each Acquired Fund shall pay or cause to be paid to the corresponding Acquiring Fund any interest, cash or such dividends, rights and other payments received by the Acquired Fund on or after the Closing Date with respect to the Investments (as defined below) and other properties and assets of the Acquired Fund, as determined in accordance with Paragraph 2.1whether accrued or contingent, received by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund on or after the Closing Date. Any such distribution shall cause be deemed included in the assets transferred to the Acquiring Fund Adviser at the Closing Date and shall not be separately valued unless the securities in respect of which such distribution is made shall have gone “ex” such distribution prior to the Valuation Date, in which case any such distribution which remains unpaid at the Closing Date shall be separately included in the determination of the value of the assets of the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to acquired by the other party at ClosingAcquiring Fund. 2.7. All computations of value shall be made by the pricing agent for the Acquiring Fund Adviser and the Acquired Fund Administrator Fund, in accordance with its regular practice as in pricing agent for the shares and assets of the Acquiring Fund using the valuation procedures set forth in FundVantage’s Agreement and Declaration of Trust and the Acquired Fund, respectivelyAcquiring Fund Prospectus.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on 2.1. On the Closing Date (the "Valuation Time"). The NAV of Date, each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (will deliver to the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Corresponding Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The a number of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for Section 1.1(b). 2.2. The value of each Acquired Fund’s Assets to be acquired by its Corresponding Acquiring Fund hereunder shall be computed as of the close of business on the Valuation Date (defined below) by the administrator of the Acquiring Funds pursuant to the valuation procedures set forth in the Aristotle Funds Trust’s Agreement and Declaration of Trust and the Acquiring Fund’s then current prospectus or prospectuses and statement of additional information (“Aristotle Valuation Procedures”); provided, however, that to the extent the value of the Assets of an Acquired Fund computed pursuant to the Aristotle Valuation Procedures is less than the value of such Acquired Fund’s Assets computed pursuant to the IMST Valuation Procedures, AIS shall contribute to the Corresponding Acquiring Fund the amount in cash such that the Acquired Assets and Fund receives at the assumption Closing the number of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of Shares that it would receive if the Acquired Fund, as determined in accordance with Paragraph 2.1, by ’s Assets were computed pursuant to the NAV IMST Valuation Procedures. 2.3. The net asset value of each Acquiring Fund Share, as determined in accordance Share with Paragraph 2. 2.3 The Acquiring Fund and respect to the acquisition of its Corresponding Acquired Fund hereunder shall cause be computed as of the close of business on the Valuation Date (defined below) by the administrator of the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report Funds pursuant to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyAristotle Valuation Procedures.

Valuation. 2.1 The (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class R6 shares and Class NAV shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class 1 shares and Class NAV shares Acquired Fund Shares, on such date less the value of the liabilities attributable to Class 1 shares and Class NAV shares Acquired Fund Shares assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV assume all of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV known liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and termination of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyor otherwise.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class I and Class A shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Institutional Class and Investor Class Shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Institutional Class and Investor Class shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV assume all of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV known liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and dissolution of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administratoror otherwise, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent except for the Acquiring Fund and the Acquired Fund’s liabilities, respectivelyif any, arising pursuant to this Agreement.

Valuation. 2.1 The NAV net asset value (the "NAV") of the Acquiring Fund Shares and the NAV of the Acquired Fund Assets shall, in each case, be determined as of the close of business (4:00 p.m., Boston Eastern time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information; provided, however, if the Acquiring Fund has no assets as of the Closing Date (other than a nominal amount of assets represented by shares issued to the Acquiring Fund Adviser, or its affiliate, as the initial shareholder of the Acquiring Fund), the NAV of each Acquiring Fund Share shall be the same as the NAV of each share of the Acquired Fund. The NAV of the Acquired Fund Assets shall be computed by Symetra Asset Management Company U.S. Bank, National Association (the "Acquired Fund AdministratorCustodian") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the face of the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph Section 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundAssets. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired FundAssets, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund AdministratorCustodian, respectively, to deliver a copy of its valuation report report, reviewed by its independent accountants, to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser Custodian (as defined below) and the Acquired Fund Administrator Custodian in accordance with its regular practice as custodian and pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV 2.1. For the purpose of paragraph 1, the value of each Acquired Fund’s assets to be acquired by the corresponding Acquiring Fund Shares and hereunder shall be the NAV value of the Acquired Fund shall, in each case, be determined such assets computed as of the close of business (4:00 p.m., Boston time) regular trading on the New York Stock Exchange on the business day next preceding the Closing Date (such time and date being herein called the "“Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (Date”) using the "Acquiring Fund Adviser") in the manner [for non-money market fund mergers: valuation procedures set forth in the organizational documents of the corresponding Acquiring Fund and the then current prospectus or prospectuses or statement or statements of additional information of the corresponding Acquiring Fund (collectively, as amended or supplemented from time to time, the “Acquiring Fund Prospectus”), after deduction for the expenses of the reorganization contemplated hereby to be paid by the Acquired Fund pursuant to paragraph 9.2, and shall be certified by the Acquired Fund.]/[for money market fund mergers: corresponding Acquiring Fund's Declaration ’s valuation procedures, after deduction for the expenses of Trust the reorganization contemplated hereby to be paid by the Acquired Fund pursuant to paragraph 9.2, and shall be certified by the Acquired Fund. The net asset value of the Acquisition Shares shall be based on the amortized cost procedures that have been adopted by the board of the Acquiring Trust. The net asset value of each Acquired Fund’s assets to be acquired by each corresponding Acquiring Fund shall be based on the amortized cost procedures that have been adopted by the board of the Acquired Trust; provided that if (i) the "Declaration")difference between the per share net asset values of an Acquired Fund and its corresponding Acquiring Fund equals or exceeds $0.0020 on the Valuation Date, as computed by using market values in accordance with the policies and procedures established by the Acquiring Fund, or By-Laws(ii) the board of the Acquiring Trust or the Acquired Trust determines that the consummation of the reorganization contemplated hereby would be likely to result in material dilution of the interests of shareholders of the Acquiring Fund or Acquired Fund, respectively, then the Acquired Trust or the Acquiring Trust shall have the right to postpone the Valuation Date and the Closing Date until the earlier of (i) the per share difference is less than $0.0015, or (ii) the Board of the Acquiring Trust or the Acquired Trust, as applicable, otherwise determines that the consummation of the reorganization contemplated hereby would not be likely to result in material dilution of the interests of shareholders of the Acquiring Fund or Acquired Fund, respectively. Columbia will notify the Acquired Trust and the Acquiring Trust, on behalf of the Acquired Fund and the Acquiring Fund's then-current prospectus and statement , respectively, if such difference equals or exceeds $0.0015 during the thirty (30) day period prior to the Closing. 2.2. For the purpose of additional information. The NAV paragraph 2.1, the net asset value of an Acquisition Share of each class shall be the net asset value per share computed as of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value close of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund regular trading on the Closing Date included New York Stock Exchange on the Statement of Assets and Liabilities of Valuation Date, using the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner valuation procedures set forth in the Acquired Fund's then current prospectus and statement organizational documents of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyAcquiring Fund Prospectus.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B, Class C, Class I, and Class R1 shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C, Class I, and Class R1 shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B, Class C, Class I, and Class R1 shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Original Class shares and Institutional Class shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Original Class shares and Institutional Class shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV assume all liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and dissolution of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administratoror otherwise, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent except for the Acquiring Fund and the Acquired Fund’s liabilities, respectivelyif any, arising pursuant to this Agreement.

Valuation. 2.1 The NAV per share of the each class of Acquiring Fund Shares and the NAV per share of each class of the Acquired Fund shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston Eastern time) on the Closing Date business day preceding the Effective Time, or such earlier or later date and time as may be mutually agreed in writing by an authorized officer of each of the parties (the "Valuation Time"). The NAV of each the Acquired Fund Shares and of the Acquiring Fund Share Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Trusts Declaration of Trust (the "Declaration"), or By-Laws, Laws and in the Acquiring Fund's Funds then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of shares of each class of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV NA V of the Acquired FundFund attributable to each class of Acquired Fund shares, as determined in accordance with Paragraph 2.12.1 hereof, by the NAV of each Acquiring Fund ShareShare of the Corresponding class, as determined in accordance with Paragraph 22.1 hereof. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and Huntington Asset Services, Inc. (the Acquired Fund Administrator), respectively, to deliver a copy of its valuation report to the other party at the Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator Administrator, in each case in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyas applicable.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal: (a) in the case of Class A shares of the Acquiring Fund Shares and Fund, to the NAV aggregate value of the assets of the Acquired Fund shallattributable to Class A, Class B, Class C and Class R1 shares of the Acquired Fund on such date less the value of the liabilities attributable to Class A, Class B, Class C and Class R1 shares of the Acquired Fund assumed by the Acquiring Fund on that date; and (b) in the case of Class I shares of the Acquiring Fund, to the value of the assets of the Acquired Fund attributable to Class I and Class R5 shares of the Acquired Fund on such date less the value of the liabilities attributable to Class I and Class R5 shares of the Acquired Fund assumed by the Acquiring Fund on that date; in each casecase determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the 2 US1DOCS 2330342v5 Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV 2.1. For the purpose of paragraph 1, the value of each Acquired Fund’s assets to be acquired by the corresponding Acquiring Fund Shares and hereunder shall be the NAV value of the Acquired Fund shall, in each case, be determined such assets computed as of the close of regular trading on the New York Stock Exchange on the business day next preceding the Closing (4:00 p.m.such time and date being herein called the “Valuation Date”) using the corresponding Acquiring Fund’s valuation procedures, Boston timeafter deduction for the expenses of the reorganization contemplated hereby to be paid by the Acquired Fund pursuant to paragraph 9.2, and shall be certified by the Acquired Fund. The net asset value of the Acquisition Shares shall be based on the amortized cost procedures that have been adopted by the board of the Acquiring Trust. The net asset value of each Acquired Fund’s assets to be acquired by each corresponding Acquiring Fund shall be based on the amortized cost procedures that have been adopted by the board of the Acquiring Trust; provided that if (i) the difference between the per share net asset values of an Acquired Fund and its corresponding Acquiring Fund equals or exceeds $0.0020 on the Valuation Date, as computed by using market values in accordance with the policies and procedures established by the Acquiring Fund, or (ii) the board of the Acquiring Trust or the applicable Acquired Company determines that the consummation of the reorganization contemplated hereby would be likely to result in material dilution of the interests of shareholders of the Acquiring Fund or Acquired Fund, respectively, then the applicable Acquired Company or the Acquiring Trust shall have the right to postpone the Valuation Date and the Closing Date until the earlier of (i) the "Valuation Time")per share difference is less than $0.0015, or (ii) the Board of the Acquiring Trust or the applicable Acquired Company, as applicable, otherwise determines that the consummation of the reorganization contemplated hereby would not be likely to result in material dilution of the interests of shareholders of the Acquiring Fund or Acquired Fund, respectively. The NAV Columbia will notify the applicable Acquired Company and the Acquiring Trust, on behalf of the Acquired Fund and the Acquiring Fund, respectively, if such difference equals or exceeds $0.0015 during the thirty (30) day period prior to the Closing. 2.2. For the purpose of paragraph 2.1, the net asset value of an Acquisition Share of each Acquiring Fund Share class shall be the net asset value per share computed by Pioneer Investment Managementas of the close of regular trading on the New York Stock Exchange on the Valuation Date, Inc. (using the "Acquiring Fund Adviser") in the manner valuation procedures set forth in the Acquiring Fund's Declaration organizational documents of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyAcquiring Fund Prospectus.

Valuation. 2.1 The NAV of (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Reorganization Shares and having an aggregate net asset value equal to the NAV aggregate value of the assets of the Acquired Fund shallattributable to Class A, Class 1 and Class NAV shares of the Acquired Fund on such date less the value of the liabilities attributable to Class A, Class 1 and Class NAV shares, respectively, of the Acquired Fund assumed by the Acquiring Fund on that date; determined as hereinafter provided in this Section 4. (b) The net asset value of the Reorganization Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Reorganization Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund's assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Reorganization Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Reorganization Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Reorganization Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund 2 US1DOCS 2327968v5 delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund 2 US1DOCS 2330816v5 delivered pursuant to pxxxxxxx xo Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A, Class B and Class C shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Class A, Class B and Class C shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Class A, Class B and Class C shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund's assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV assume all liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and dissolution of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administratoror otherwise, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent except for the Acquiring Fund and the Acquired Fund's liabilities, respectivelyif any, arising pursuant to this Agreement.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value on such date, determined as hereinafter provided in this Section 4, in the case of the Acquiring Fund Shares and Fund, equal to the NAV value of the assets, less the value of the liabilities, of the Acquired Fund shallattributable to the Acquired Fund’s Shares; (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration registration statement of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the Members of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund Member on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund Members. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value equal, in the case of Class A and Class I shares of the Acquiring Fund Shares and Fund, to the NAV value of the assets of the Acquired Fund shallattributable to Investor Class shares and Institutional Class shares of the Acquired Fund, respectively, on such date less the value of the liabilities attributable to Investor Class shares and Institutional Class shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and by subtracting therefrom unrealized gains and losses. (e) The Acquiring Fund shall issue the amount of Merger Shares to the liabilities Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by establishing open accounts for each Acquired Fund shareholder on the Closing Date included on the Statement of Assets and Liabilities share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund delivered pursuant to Paragraph 5.7 shareholders. (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. f) The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV assume all liabilities of the Acquired Fund, as determined whether accrued or contingent, in accordance connection with Paragraph 2.1, by the NAV acquisition of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund assets and subsequent liquidation and termination of the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectivelyor otherwise.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (equal of the "Acquiring NAV of an Investor Class share of the Acquired Fund Adviser") in as of the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationValuation Time. The NAV of the Acquired Fund and of each Investor Class share thereof shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser Adviser") shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2.Paragraph 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, Administrator to deliver a copy of its valuation report to the other party Acquiring Fund at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares and having an aggregate net asset value equal to the NAV aggregate value of the assets of the Acquired Fund shallattributable to Class I shares of the Acquired Fund on such date less the value of the liabilities attributable to Class I shares of the Acquired Fund assumed by the Acquiring Fund on that date, determined as hereinafter provided in this Section 4. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional informationFund Prospectus. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) The Acquiring Fund shall issue the Merger Shares to the Acquired Assets and Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (e) The Acquiring Fund shall assume all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and termination of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fundor otherwise. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund Assets shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information; provided, however, if the Acquiring Fund has no assets as of the Closing Date (other than a nominal amount of assets represented by shares issued to the Acquiring Fund Adviser, or its affiliate, as the initial shareholder of the Acquiring Fund), the NAV of each Acquiring Fund Share shall be the same as the NAV of each share of the Acquired Fund. The NAV of the Acquired Fund Assets shall be computed by Symetra Asset Management Company U.S. Bancorp Fund Services, LLC (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the face of the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph Section 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundAssets. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired FundAssets, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 22.1. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 (a) The NAV value of the Acquired Fund’s Net Assets to be acquired by Acquiring Fund Shares hereunder shall be computed as of the Close of Business on the Valuation Date in a manner consistent with the valuation procedures described in Acquired Fund’s registration statement on Form N-2 dated February 19, 1993, as such disclosures have been amended to date by any: (i) amendments to Acquired Fund’s registration statement filed with the U.S. Securities and Exchange Commission (the NAV “SEC”); (ii) press releases issued on behalf of the Acquired Fund; and (iii) annual or semi-annual reports of the Acquired Fund shallsent to shareholders pursuant to Section 30 of the Investment Company Act of 1940, in each caseas amended (the “1940 Act”) (such documents together, the “Acquired Fund Disclosure Documents”). (b) The value of Acquiring Fund’s Net Assets shall be determined computed as of the close Close of business (4:00 p.m., Boston time) Business on the Closing Valuation Date in a manner consistent with the valuation procedures described in Acquiring Fund’s registration statement on Form N-2 dated February 19, 1993, as such disclosures have been amended to date by any: (i) amendments to Acquiring Fund’s registration statement filed with the "SEC; (ii) press releases issued on behalf of Acquiring Fund; and (iii) annual or semi-annual reports of Acquiring Fund sent to shareholders pursuant to Section 30 of the 1940 Act (together, the “Acquiring Fund Disclosure Documents”). (c) The net asset value per Acquired Fund Share shall be determined to the third decimal place as of the Close of Business on the Valuation Time"). Date in a manner consistent with the valuation procedures described in the Acquired Fund Disclosure Documents. (d) The NAV of each net asset value per Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (determined to the "Acquiring Fund Adviser") third decimal place as of the Close of Business on the Valuation Date in a manner consistent with the manner set forth valuation procedures described in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired FundDisclosure Documents. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on 2.1. On the Closing Date (the "Valuation Time"). The NAV of Date, each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (will deliver to the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Corresponding Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The a number of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for Section 1.1(b). 2.2. The value of each Acquired Fund’s Assets to be acquired by its Corresponding Acquiring Fund hereunder shall be computed as of the close of business on the Valuation Date (defined below) by the administrator of the Acquiring Funds pursuant to the valuation procedures set forth in the Aristotle Funds Trust’s Agreement and Declaration of Trust and the Acquiring Fund’s then current prospectus or prospectuses and statement of additional information (“Aristotle Valuation Procedures”); provided, however, that to the extent the value of the Assets of an Acquired Fund computed pursuant to the Aristotle Valuation Procedures is less than the value of such Acquired Fund’s Assets computed pursuant to the IMST Valuation Procedures, AIS shall contribute to the Corresponding Acquiring Fund the amount in cash such that the Acquired Fund receives at the Closing the number of Acquiring Fund Shares that it would receive if the Acquired Fund’s Assets and were computed pursuant to the assumption IMST Valuation Procedures. 2.3. The net asset value of each Acquiring Fund Share with respect to the acquisition of its Corresponding Acquired Fund hereunder shall be computed as of the Assumed Liabilities close of business on the Valuation Date (defined below) by the administrator of the Acquiring Funds pursuant to the Aristotle Valuation Procedures. 2.4. The valuation date shall be determined at the close of business on the business day immediately preceding the Closing Date, after the declaration of any dividends, if applicable, by an Acquired Fund and after effectuating any redemptions of Acquired Fund shares effective as of such date (the “Valuation Date”). 2.5. The Aristotle Funds Trust agrees that each Acquiring Fund shall issue Acquiring Fund Shares to the applicable Corresponding Acquired Fund on one share deposit receipt registered in the name of the Corresponding Acquired Fund. The Acquired Fund shall distribute in liquidation the Acquiring Fund Adviser Shares received by dividing it hereunder pro rata to Acquired Fund Shareholders as contemplated by Section 1.1, by redelivering such share deposit receipt to the NAV Aristotle Funds Trust’s transfer agent which will as soon as practicable open accounts for Acquired Fund Shareholders in accordance with written instructions furnished by the Acquired Fund. 2.6. Each Acquired Fund will pay or cause to be paid to the Corresponding Acquiring Fund any interest, cash or such dividends, rights and other payments received by it on or after the Closing Date with respect to the Investments (as defined below) and other properties and assets of the Acquired Fund, as determined whether accrued or contingent, received by it on or after the Closing Date. Any such distribution shall be deemed included in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause Assets transferred to the Acquiring Fund Adviser at the Closing Date and shall not be separately valued, unless the securities in respect of which such distribution is made shall have gone “ex” prior to the Valuation Date, in which case any such distribution which remains unpaid at the Closing Date shall be included in the determination of the value of the Assets of an Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made acquired by the Corresponding Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The (a) On the Closing Date, the Acquiring Fund will deliver to the Acquired Fund a number of full and fractional Merger Shares having an aggregate net asset value on such date, determined as hereinafter provided in this Section 4: (i) in the case of Class NAV shares of the Acquiring Fund Shares and Fund, equal to the NAV value of the assets, less the value of the liabilities, of the Acquired Fund shallattributable to the Acquired Fund’s Class NAV shares; and (ii) in the case of Class R6 shares of the Acquiring Fund, equal to the value of the assets, less the value of the liabilities, of the Acquired Fund attributable to the Acquired Fund’s Class 1 shares. (b) The net asset value of the Merger Shares to be delivered to the Acquired Fund, the value of the assets attributable to the Acquired Fund Shares, and the value of the liabilities of the Acquired Fund to be assumed by the Acquiring Fund, shall in each case, case be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). . (c) The NAV net asset value of each Acquiring Fund Share the Merger Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and or statement of additional informationinformation of the Acquiring Fund. The NAV value of the assets and liabilities of the Acquired Fund shall be computed determined by Symetra Asset Management Company (the "Acquiring Fund, in cooperation with the Acquired Fund, pursuant to procedures which the Acquiring Fund Administrator") by calculating would use in determining the fair market value of the Acquiring Fund’s assets and liabilities. (d) No adjustment shall be made in the net asset value of either the Acquired Assets Fund or the Acquiring Fund to take into account differences in realized and unrealized gains and losses. (e) The Acquiring Fund shall issue the Merger Shares to the Acquired Fund. The Acquired Fund shall promptly distribute the Merger Shares to the shareholders of the Acquired Fund by subtracting therefrom establishing open accounts for each Acquired Fund shareholder on the amount share ledger records of the Acquiring Fund. Certificates representing Merger Shares will not be issued to Acquired Fund shareholders. (f) The Acquiring Fund shall assume substantially all of the liabilities of the Acquired Fund on Fund, whether accrued or contingent, in connection with the Closing Date included on the Statement acquisition of Assets assets and Liabilities subsequent liquidation and dissolution of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities")or otherwise, said assets and liabilities to be valued in the manner set forth in except for the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares’s liabilities, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2arising pursuant to this Agreement. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser and the Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Portfolio Shares and the NAV of the Acquired Fund Portfolio Shares shall, in each case, be determined as of the close of business regular trading on the New York Stock Exchange (generally, 4:00 p.m., Boston Eastern time) on the Closing Date (the "Valuation Time"). The NAV of each the Acquiring Fund Share Portfolio Shares shall be computed by Pioneer Investment Management, Inc. (the "Acquiring Fund Adviser") Portfolio or one of its service providers in the manner set forth in the Acquiring FundTrust's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring FundPortfolio's then-current prospectus and statement of additional information, and in conformity with any procedures governing valuation of portfolio securities adopted by the Board of Trustees of the Acquiring Trust. The NAV of the Acquired Fund Portfolio shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value of the Acquired Assets and by subtracting therefrom the amount Portfolio or one of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued its service providers in the manner set forth in the Acquired FundAcquiring Trust's then Declaration or By-laws, and the Acquiring Portfolio's then-current prospectus and statement of additional information, and in conformity with any procedures governing valuation of portfolio securities adopted by the Board of Trustees of the Acquiring Trust. The Acquired Portfolio and its service providers shall confirm to the Acquiring Fund Portfolio and provide any information reasonably required to confirm such NAV to the Acquiring Portfolio and its service providers, and the Acquiring Portfolio Adviser shall confirm to the Acquiring Fund Portfolio the NAV of the Acquired FundPortfolio. 2.2 The number of Acquiring Fund Portfolio Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Portfolio Adviser by dividing the NAV of the Acquired FundPortfolio, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Portfolio Share, as determined in accordance with Paragraph 22.1. 2.3 The Acquiring Fund Portfolio and the Acquired Fund Portfolio shall cause the Acquiring Fund Portfolio Adviser and the Acquired Fund AdministratorPortfolio Adviser, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser and the Acquired Fund Administrator in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on 2.1. On the Closing Date (the "Valuation Time"). The NAV of Date, each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. (will deliver to the "Acquiring Fund Adviser") in the manner set forth in the Acquiring Fund's Declaration of Trust (the "Declaration"), or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information. The NAV of the Corresponding Acquired Fund shall be computed by Symetra Asset Management Company (the "Acquired Fund Administrator") by calculating the value a number of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser shall confirm to the Acquiring Fund the NAV of the Acquired Fund. 2.2 The number each class of Acquiring Fund Shares to be issued (including fractional shares, if any) determined as provided in exchange for Section 1. 2.2. The net asset value of each Acquired Fund’s Assets to be acquired by its Corresponding Acquiring Fund hereunder shall be computed as of the close of business on the Valuation Date (defined below) by the administrator of the NMF Trust by calculating the value of the Acquired Fund’s Assets and subtracting therefrom the assumption amount of the Assumed Liabilities shall be determined Obligations using the valuation procedures adopted by the NMF Trust (“NMF Trust Valuation Procedures”). 2.3. The value of each Acquired Fund’s net assets will be computed as of 4:00 p.m. Eastern time, after the declaration of any dividends by an Acquired Fund and after effectuating any redemptions of Acquired Fund shares effective as of such date, on the business day immediately preceding the Closing Date, or such earlier date as may be mutually agreed upon in writing by the parties hereto (the “Valuation Date”). 2.4. The NMF Trust agrees that each Acquiring Fund Adviser shall issue Acquiring Fund Shares to the Corresponding Acquired Fund on one share deposit receipt registered in the name of the Corresponding Acquired Fund. The Acquired Fund shall distribute in liquidation the Class A Acquisition Shares received by dividing it hereunder to its Class A and Class B shareholders as contemplated by Section 1.1, the NAV Class C Acquisition Shares received by it hereunder to its Class C shareholders as contemplated by Section 1.1, the Institutional Service Acquisition Shares received by it hereunder to its Fiduciary Class shareholders as contemplated by Section 1.1, the Class U Acquisition Shares received by it hereunder to its Class U shareholders as contemplated by Section 1.1, and the Class M Acquisition Shares received by it hereunder to its Class M shareholders as contemplated by Section 1.1, in each case as applicable, by redelivering such share deposit receipt to the NMF Trust’s transfer agent which will as soon as practicable set up open accounts for Acquired Fund shareholders in accordance with written instructions furnished by the Acquired Fund. 2.5. Each Acquired Fund will pay or cause to be paid to the Corresponding Acquiring Fund any interest, cash or such dividends, rights and other payments received by it on or after the Closing Date with respect to the Investments (as defined below) and other properties and assets of the Acquired Fund, as determined whether accrued or contingent, received by it on or after the Closing Date. Any such distribution shall be deemed included in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause Assets transferred to the Acquiring Fund Adviser at the Closing Date and shall not be separately valued unless the securities in respect of which such distribution is made shall have gone “ex” such distribution prior to the Valuation Date, in which case any such distribution which remains unpaid at the Closing Date shall be included in the determination of the value of the Assets of an Acquired Fund Administrator, respectively, to deliver a copy of its valuation report to acquired by the other party at ClosingCorresponding Acquiring Fund. 2.6. All computations of value shall be made by the Acquiring Fund Adviser and administrator of the Acquired Fund Administrator NMF Trust, in accordance with its regular practice as in pricing agent for the shares and assets of the Acquiring Fund and Funds using the Acquired Fund, respectivelyNMF Trust Valuation Procedures.

Valuation. 2.1 The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund Assets shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "Valuation Time"). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. The Bank of New York (the "Acquiring Fund AdviserCustodian") in the manner set forth in the Acquiring FundTrust's Declaration of Trust as amended and restated (the "Declaration"), ) or By-Laws, and the Acquiring Fund's then-current prospectus and statement of additional information; provided, however, if the Acquiring Fund has no assets as of the Closing Date (other than a nominal amount of assets represented by shares issued to the Acquiring Fund Adviser, or its affiliate, as the initial shareholder of the Acquiring Fund), the NAV of each Acquiring Fund Share shall be the same as the NAV of each share of the Acquired Fund. The NAV of the Acquired Fund Assets shall be computed by Symetra Asset Management Company Xxxxx XxXxxxx, Ltd. (the "Acquired Fund AdministratorAccountant") by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the liabilities of the Acquired Fund on the Closing Date included on the Statement face of Assets the statement of assets and Liabilities liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "Statement of Assets and Liabilities"), said assets and liabilities to be valued in the manner set forth in the Acquired Fund's then current prospectus and statement of additional information. The Acquiring Fund Adviser Custodian shall confirm to the Acquiring Fund the NAV of the Acquired FundAssets. 2.2 The number of Acquiring Fund Shares to be issued (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser Custodian by dividing the NAV of the Acquired FundAssets, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 2. 2.3 The Acquiring Fund and the Acquired Fund shall cause the Acquiring Fund Adviser Custodian and the Acquired Fund AdministratorAccountant, respectively, to deliver a copy of its valuation report report, reviewed by the Acquiring Fund's independent accountants, to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser Custodian and the Acquired Fund Administrator Accountant in accordance with its regular practice as custodian and pricing agent for the Acquiring Fund and the Acquired Fund, respectively.

Valuation. 2.1 2.1. The NAV of the Acquiring Fund Shares and the NAV of the Acquired Fund shall, in each case, be determined as of the close of business (4:00 p.m., Boston time) on the Closing Date (the "“Valuation Time"”). The NAV of each Acquiring Fund Share shall be computed by Pioneer Investment Management, Inc. JPMorgan World Wide Security Services (the "“Acquiring Fund Adviser"Accountant”) in the manner set forth in the Acquiring Fund's Funds’ Declaration of Trust (the "“Declaration"”), or By-Laws, and the Acquiring Fund's ’s then-current prospectus and statement of additional information. The NAV of the Acquired Fund shall be computed by Symetra Asset Management State Street Bank & Trust Company (the "“Acquired Fund Administrator"Accountant”) by calculating the value of the Acquired Assets and by subtracting therefrom the amount of the known liabilities of the Acquired Fund on the Closing Date included on the Statement of Assets and Liabilities of the Acquired Fund delivered pursuant to Paragraph 5.7 (the "“Statement of Assets and Liabilities"”), said . The Acquired Fund Accountant shall value all assets and liabilities to be valued in the manner set forth in the Acquired Fund's ’s then current prospectus and statement of additional information. The Acquiring Acquired Fund Adviser Accountant shall have the right to review, confirm to and verify the Acquiring Fund calculation of the NAV of the Acquired FundAcquiring Fund Shares. 2.2 2.2. The number of Acquiring Fund Shares to be issued to each corresponding Acquired Fund (including fractional shares, if any) in exchange for the Acquired Assets and the assumption of the Assumed Liabilities shall be determined by the Acquiring Fund Adviser Accountant by dividing the NAV of the Acquired Fund, as determined in accordance with Paragraph 2.1, by the NAV of each Acquiring Fund Share, as determined in accordance with Paragraph 22.1. 2.3 The 2.3. Each Acquiring Fund and the each corresponding Acquired Fund shall cause the Acquiring Fund Adviser Accountant and the Acquired Fund AdministratorAccountant, respectively, to deliver a copy of its valuation report to the other party at Closing. All computations of value shall be made by the Acquiring Fund Adviser Accountant and the Acquired Fund Administrator Accountant in accordance with its regular practice as pricing agent for the Acquiring Fund and the Acquired Fund, respectively.