Common use of Transfers and Payments Clause in Contracts

Transfers and Payments. (a) Subject to the terms and ---------------------- conditions of the Master Agreement, the Seller shall convey the Purchased Portfolio Assets arising directly or indirectly out of the Commission Shares of each Fund issued on or prior to the Initial Purchase Cut-Off Date to the Initial Purchaser on the Initial Purchase Date, and the Initial Purchaser shall pay to the Seller a purchase price in the amount of $110,213,867 (the "Initial Purchase Price") therefor. (b) The parties agree, to the fullest extent they may lawfully do so, that the Initial Purchase Price for the purchase and sale of the Purchased Portfolio Assets pursuant to Section 2.02(a) above represents reasonably equivalent value for the transfer of the same by the Seller to the Initial Purchaser pursuant to this Agreement.