Common use of TRANSFER OF ASSETS OF THE Clause in Contracts

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange therefore: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each class, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class I and Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each class, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.in

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL KNOWN ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classassets, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.to

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL KNOWN ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional I Class, S Class S and ADV Class Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classassets, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classClass S, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same classClass S, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the all liabilities of the Acquired Portfolio, Portfolio as set forth in paragraph 1.

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL KNOWN ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classassets, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Class S Acquiring Portfolio Share of the same classShare, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S I Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classits sole existing class ("Class I"), computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.in

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL KNOWN ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. 1.1 Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's ’s assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange therefore: (i) to deliver to the Acquired Portfolio the number of full and fractional Class I and Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's ’s net assets with respect to each class, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same class, computed in the manner and as of the time and date set forth in paragraph 2.2; 2.2 and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 11.3. Such transactions shall take place at the closing provided for in paragraph 3.1 (the “Closing”).

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Initial Class S Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classClass I , computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Acquiring Portfolio Share of the same classInitial Class, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.in

TRANSFER OF ASSETS OF THE. ACQUIRED DISAPPEARING PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ACQUIRED ALL DISAPPEARING PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED DISAPPEARING PORTFOLIO 1.1. 1.1 Subject to the requisite approval of the Acquired Disappearing Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Disappearing Portfolio agrees to transfer all of the Acquired Disappearing Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Disappearing Portfolio the number of full and fractional Class S I Acquiring Portfolio Shares determined by dividing the value of the Acquired Disappearing Portfolio's net assets with respect to each classassets, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Class I Acquiring Portfolio Share of the same classShare, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the all known liabilities of the Acquired Disappearing Portfolio, as set forth in paragraph 1.

TRANSFER OF ASSETS OF THE. ACQUIRED PORTFOLIO TO THE ACQUIRING PORTFOLIO IN EXCHANGE FOR THE ACQUIRING PORTFOLIO SHARES, THE ASSUMPTION OF ALL KNOWN ACQUIRED PORTFOLIO KNOWN LIABILITIES AND THE LIQUIDATION OF THE ACQUIRED PORTFOLIO 1.1. Subject to the requisite approval of the Acquired Portfolio shareholders and the other terms and conditions herein set forth and on the basis of the representations and warranties contained herein, the Acquired Portfolio agrees to transfer all of the Acquired Portfolio's assets, as set forth in paragraph 1.2, to the Acquiring Portfolio, and the Acquiring Portfolio agrees in exchange thereforetherefor: (i) to deliver to the Acquired Portfolio the number of full and fractional Class S I Acquiring Portfolio Shares determined by dividing the value of the Acquired Portfolio's net assets with respect to each classassets, computed in the manner and as of the time and date set forth in paragraph 2.1, by the net asset value of one Class I Acquiring Portfolio Share of the same classShare, computed in the manner and as of the time and date set forth in paragraph 2.2; and (ii) to assume the liabilities of the Acquired Portfolio, as set forth in paragraph 1.