0000950124-02-002491 Sample Contracts

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Harbor Small Cap Growth Fund Harbor Growth Fund One SeaGate Toledo, Ohio 43666 Ladies and Gentlemen: This opinion is being delivered to you in connection with the Agreement and Plan of Reorganization (the "Agreement"), made as of ___________, 2002...
Harbor Fund • August 1st, 2002

This opinion is being delivered to you in connection with the Agreement and Plan of Reorganization (the "Agreement"), made as of ___________, 2002 between Harbor Growth Fund ("Acquiring Fund") and Harbor Small Cap Growth Fund ("Acquired Fund"), each a series of Harbor Fund, a Delaware business trust. Pursuant to the Agreement, Acquiring Fund acquired all of the assets of Acquired Fund in exchange solely for (i) the assumption by Acquiring Fund of all of the liabilities of Acquired Fund (the "Acquired Fund Liabilities") and (ii) the issuance of shares of beneficial interest of the Institutional Class of the Acquiring Fund (the "Acquiring Fund Shares") to Acquired Fund, followed by the distribution by Acquired Fund, in liquidation of Acquired Fund, of the Acquiring Fund Shares to the shareholders of Acquired Fund and the termination of Acquired Fund (the foregoing together constituting the "Transaction"). All section references, unless otherwise indicated, are to the United States Intern

Harbor International Fund Harbor International Fund II One SeaGate Toledo, Ohio 43666 Ladies and Gentlemen: This opinion is being delivered to you in connection with the Agreement and Plan of Reorganization (the "Agreement"), made as of ___________,...
Harbor Fund • August 1st, 2002

This opinion is being delivered to you in connection with the Agreement and Plan of Reorganization (the "Agreement"), made as of ___________, 2002 between Harbor International Fund ("Acquiring Fund") and Harbor International Fund II ("Acquired Fund"), each a series of Harbor Fund, a Delaware business trust. Pursuant to the Agreement, Acquiring Fund acquired all of the assets of Acquired Fund in exchange solely for (i) the assumption by Acquiring Fund of all of the liabilities of Acquired Fund (the "Acquired Fund Liabilities") and (ii) the issuance of shares of beneficial interest of the Institutional Class of the Acquiring Fund (the "Acquiring Fund Shares") to Acquired Fund, followed by the distribution by Acquired Fund, in liquidation of Acquired Fund, of the Acquiring Fund Shares to the shareholders of Acquired Fund and the termination of Acquired Fund (the foregoing together constituting the "Transaction"). All section references, unless otherwise indicated, are to the United States

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