Common use of Expenses of Reorganization Clause in Contracts

Expenses of Reorganization. (A) CBRE and New York Life Investments (together the “Purchasers”), jointly, and VIL shall bear their own respective expenses, including legal fees, in relation to the performance of this Agreement and the Closing. (B) The Purchasers, jointly, and VIL shall bear equally (based on a 50/50 split between the Purchasers and VIL) the following costs incurred with the acquisition and acceptance of all of the then-outstanding assets and assumption of all liabilities of the Acquired Fund by the Acquiring Fund in accordance with the terms and conditions of this Agreement (“Fund Reorganization Transactions”) up to a limit of $1.0 million, with any amount over $1.0 million being borne solely by the Purchasers (based on a 50/50 split of any such amount over $1.0 million between the Purchasers): (1) costs of preparing requisite supplements for the prospectus or statement of additional information of each Fund in relation to the Fund Reorganization Transactions; (2) the following specific costs related to obtaining the approval of the Acquired Fund’s shareholders in relation to the Fund Reorganization Transactions, including: (i) preparation and filing of the Proxy Statement (legal, auditor and filing fees); and (ii) distribution (mailing) of the Proxy Statement and costs of proxy solicitation and tabulation services; (3) costs to prepare and execute closing documents in relation to the Fund Reorganization Transactions, inclusive of required legal and tax opinions; and (4) other costs as may be required in connection with the Fund Reorganization Transactions.

Expenses of Reorganization. (A) CBRE and New York Life Investments (together the “Purchasers”), jointly, and VIL shall bear their own respective expenses, including legal fees, in relation to the performance of this Agreement and the Closing. (B) The Purchasers, jointly, and VIL shall bear equally (based on a 50/50 split between the Purchasers and VIL) the following costs incurred with the acquisition and acceptance of all of the then-outstanding assets and assumption of all liabilities of the Acquired Fund by the Acquiring Fund in accordance with the terms and conditions of this Agreement (“Fund Reorganization Transactions”) up to a limit of $1.0 million, with any amount over $1.0 million being borne solely by the Purchasers (based on a 50/50 split of any such amount over $1.0 million between the Purchasers): (1) costs of preparing requisite supplements for the prospectus or statement of additional information of each Fund in relation to the Fund Reorganization Transactions; (2) the following specific costs related to obtaining the approval of the Acquired Fund’s shareholders in relation to the Fund Reorganization TransactionsTransaction, including: (i) preparation and filing of the Proxy Statement (legal, auditor and filing fees); and (ii) distribution (mailing) of the Proxy Statement and costs of proxy solicitation and tabulation services; (3) costs to prepare and execute closing documents in relation to the Fund Reorganization Transactions, inclusive of required legal and tax opinions; and (4) other costs as may be required in connection with the Fund Reorganization Transactions.