Form of Agreement and Plan of Reorganization Sample Contracts

ARTICLE I
Form of Agreement and Plan of Reorganization • April 5th, 2010 • Touchstone Funds Group Trust • Delaware
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FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • October 7th, 2014 • Huntington Funds • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 22nd day of September, 2014, by and between The Huntington Funds, a Delaware statutory trust, with its principal place of business at 2960 N. Meridian Street, Suite 300, Indianapolis, IN 46208 (the “Trust”), with respect to its Huntington Global Select Markets Fund (the “Acquiring Fund”), and the Trust, with respect to its Huntington International Equity Fund (the “Selling Fund”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • January 8th, 2024 • Lincoln Variable Insurance Products Trust

THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is adopted as of this [ ] day of [ ], 2023 by and among: (i) American Century Variable Portfolios, Inc. and American Century Variable Portfolios II, Inc. (each a “Target Entity,” collectively the “Target Entities”), each an open-end registered investment company, on behalf of its respective series identified on Exhibit A hereto (each a “Target Fund”); and (ii) Lincoln Variable Insurance Products Trust, an open-end registered investment company (the “Acquiring Entity”), separately, where applicable, on behalf of its respective series identified on Exhibit A hereto (each an “Acquiring Fund”). American Century Investment Management, Inc. (“ACIM”) joins this Agreement solely for purposes of Sections 1.2(f), 5.1(a), 9.2, 14, 16.3, 17.2, and 17.3. Lincoln Financial Investments Corporation (“LFI”) joins this agreement solely for purposes of Sections 1.2(f), 5.1(a), 9.2, 14, 16.3, 17.2, and 17.3.

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • November 19th, 2012 • Financial Investors Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this day of , 201 by Financial Investors Trust, a Delaware statutory trust (the “Acquiring Trust”), on behalf of the Stonebridge Small-Cap Growth Fund (the “Acquiring Fund”); Stonebridge Funds Trust, a Delaware statutory trust (the “Selling Trust”), on behalf of the Stonebridge Institutional Small-Cap Growth Fund (the “Selling Fund”) (the Acquiring Fund and Selling Fund referred to herein as a “Fund” and collectively, the “Funds”); and Stonebridge Capital Management, Inc., a California corporation (“SCM”), the investment adviser to the Acquiring Fund and the Selling Fund (for purposes of Sections 5.7, 5.12, 8.7, 11.1 and 13.1 of the Agreement only). The principal place of business of the Acquiring Trust is 1290 Broadway, Suite 1100, Denver, Colorado 80203; the principal place of business of the Selling Trust is 1290 Broadway, Suite 1100, Denver, Colorado 80203; and the principal place of business of SCM is 1801 C

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • November 24th, 2009 • Money Market Obligations Trust /New/ • Pennsylvania

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this __ day of _______, 2009, by and between MONEY MARKET OBLIGATIONS TRUST, a Massachusetts business trust, with its principal place of business at 4000 Ericsson Drive, Warrendale, PA, 15237 (the “Trust”), with respect to Government Obligations Fund, a series of the Trust (the “Acquiring Fund”), and the Trust, with respect to Federated Short-Term U.S. Government Trust, a series of the Trust (“Acquired Fund” and, collectively with the Acquiring Fund, the “Funds”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • April 17th, 2008 • Ing Partners Inc • Maryland

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this day of , 2008, by and between ING Partners, Inc., a Maryland corporation with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 (the “Company”), on behalf of its series, ING Pioneer High Yield Portfolio (the “Acquiring Portfolio”), and ING Variable Products Trust, a Massachusetts business trust with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 (the “Trust”), on behalf of its series, ING VP High Yield Bond Portfolio (the “Acquired Portfolio”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • March 29th, 2013 • Janus Investment Fund • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this [ ] day of [ ], 2012, by and between Janus Investment Fund, a Massachusetts business trust (the “Trust”), on behalf of Janus Global Research Fund, a series of the Trust (the “Predecessor Fund”), and Janus Worldwide Fund, a series of the Trust (the “Successor Fund”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • October 25th, 2022 • Investment Managers Series Trust II • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this __ day of _______, 202_, by and among Esoterica Thematic Trust (“Esoterica Trust”), a Delaware statutory trust, with its principal place of business at 675 W. 59th Street, Suite 903, New York, New York, 10069, on behalf of its sole series Esoterica NextG Economy ETF (the “Acquired Fund”), Investment Managers Series Trust II (the “IMST Trust”), a Delaware statutory trust, with its principal place of business at 235 West Galena Street, Milwaukee, Wisconsin 53212, on behalf of its series AXS Esoterica NextG Economy ETF (the “Acquiring Fund” and, together with the Acquired Fund, the “Funds”) and, solely with respect to Article IX, AXS Investments LLC, with its principal place of business at 181 Westchester Avenue, Suite 402, Port Chester, New York, 10573, UMB Fund Services, Inc. (“UMBFS”) with its principal place of business at 235 West Galena Street, Milwaukee, Wisconsin 53212, and Mutual Fund Administration, L

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • September 18th, 2015 • Capitol Series Trust • Ohio

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this [ ] day of [ ], 2015, by and between Capitol Series Trust, an Ohio business trust (the “Capitol Trust”), with its principal place of business at 2960 N. Meridian Street, Suite 300, Indianapolis, IN 46208, with respect to its Fuller & Thaler Behavioral Advantage Fund (the “Acquiring Fund”) and the Allianz Funds Multi-Strategy Trust (the “Allianz Trust”), a Massachusetts business trust, with its principal place of business at 1633 Broadway, New York, NY 10019, with respect to its AllianzGI Behavioral Advantage Large Cap Fund (the “Selling Fund”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • February 28th, 2018 • John Hancock Variable Insurance Trust

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Plan”) is made this 22nd day of June 2017, among John Hancock Variable Insurance Trust (“JHVIT”), a Massachusetts business trust, on behalf of each “Acquired Fund” and its “Acquiring Fund” listed below, each of which are separate series or funds of JHVIT, and, solely with respect to Section 9, John Hancock Investment Management Services, LLC (“JHIMS”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • June 27th, 2019 • Cohen & Steers Infrastructure Fund Inc • New York

AGREEMENT AND PLAN OF REORGANIZATION dated as of [ , 2019] (the “Agreement”), between Cohen & Steers Global Income Builder, Inc., a Maryland corporation (the “Fund”), and Cohen & Steers Infrastructure Fund, Inc., a Maryland corporation (the “Acquiring Fund”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • July 30th, 2007 • Ing Series Fund Inc • Maryland

THIS AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement") is made as of this 12th day of July, 2007, by and between ING Series Fund, Inc., a Maryland corporation with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 ("ING Series Fund"), on behalf of its series, ING Growth and Income Fund (the "Acquiring Fund"), and ING Investment Funds, Inc., a Maryland corporation with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 ("ING Investment Funds"), on behalf of its series, ING MagnaCap Fund (the "Acquired Fund").

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • December 30th, 2016 • Janus Investment Fund • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this day of , 201 , by and between Janus Investment Fund, a Massachusetts business trust (the “Janus Trust”), on behalf of , a series of the Janus Trust (the “Acquiring Fund”), and Henderson Global Funds, a Delaware statutory trust (the “Henderson Trust”), on behalf of , a series of the Henderson Trust (the “Target Fund”). Each of Janus Capital Management LLC (“JCM”) and Henderson Global Investors (North America) Inc. (“HGINA”) joins this Agreement solely for the purpose of agreeing to be bound by Paragraph 5.

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • February 9th, 2007 • Franklin Templeton Variable Insurance Products Trust • Delaware

This Agreement and Plan of Reorganization (“Agreement”) is made as of this ___ day of ________, 2007 by and between Franklin Templeton Variable Insurance Products Trust, a Massachusetts business trust (the “Trust”), and Franklin Templeton Variable Insurance Products Trust, a Delaware statutory trust (the “DE Trust”) (the Trust and the DE Trust are hereinafter collectively referred to as the “parties”).

APPENDIX A FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • October 19th, 2009 • Investment Managers Series Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 20th day of October, 2009, by and among W.P. STEWART & CO. GROWTH FUND, INC., a Maryland corporation, with its principal place of business at 527 Madison Avenue, New York, New York 10022 (the “Acquired Fund”), INVESTMENT MANAGERS SERIES TRUST, a Delaware statutory trust, with its principal place of business at 803 West Michigan Street, Milwaukee, Wisconsin 53233 (“IMST”), with respect to W.P. Stewart & Co. Growth Fund, a series (“series”) thereof (the “Acquiring Fund” and, together with the Acquired Fund, the “Funds”), and, solely for purposes of paragraph 9.1, W.P. STEWART & CO., INC., the investment manager of the Acquiring Fund and the Acquired Fund (the “Manager”), and UMB Fund Services, Inc., (“UMBFS”).

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FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • November 13th, 2007 • Wt Mutual Fund • Delaware

This Agreement and Plan of Reorganization (this “Agreement”) is made as of this 13th day of November 2007, by and between WT Mutual Fund, a Delaware statutory trust (the “Trust”), on behalf of its Wilmington Multi-Manager Mid-Cap Fund (the “Mid-Cap Fund”), and the Trust on behalf of its Wilmington Multi-Manager Large-Cap Fund (the “Large-Cap Fund”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • January 30th, 2007 • Ing Equity Trust • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this 9th day of November, 2006, by and between ING Equity Trust, a Massachusetts business trust with its principal place of business at 7337 East Doubletree Ranch Road, Scottsdale, Arizona 85258-2034 (the “Trust”), on behalf of ING Value Choice Fund (the “Acquiring Fund”), a separate series of the Trust, and the Trust, on behalf of ING MidCap Value Fund (the “Acquired Fund”), another separate series of the Trust.

Form of Agreement and Plan of Reorganization
Form of Agreement and Plan of Reorganization • March 28th, 2024 • Thrivent Mutual Funds

This Agreement and Plan of Reorganization (the “Agreement”) is made as of [July __, 2024] by Thrivent Mutual Funds (the “Trust”), a Massachusetts business trust, on behalf of its series, Thrivent Opportunity Income Plus Fund (the “Acquiring Fund”) and Thrivent Multidimensional Income Fund (the “Target Fund”). Thrivent Financial for Lutherans is also party to the Agreement solely for purposes of Section 3.F.

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • January 5th, 2007 • Franklin Mutual Recovery Fund • Delaware

This Agreement and Plan of Reorganization (“Agreement”) is made as of this ___ day of ________, 2007 by and between __________________________, a [Massachusetts business trust/Maryland corporation] (the “Fund”), and ______________________________, a Delaware statutory trust (the “DE Trust”) (the Fund and the DE Trust are hereinafter collectively referred to as the “parties”).

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • April 8th, 2015 • Touchstone Strategic Trust • Massachusetts

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of , 2015, among Touchstone Large Cap Fund (the “Acquiring Fund”), a series of Touchstone Strategic Trust (the “Trust”), a Massachusetts business trust; Touchstone Capital Growth Fund (the “Acquired Fund,” and collectively with the Acquiring Fund, the “Funds”), a series of the Trust; and Touchstone Advisors, Inc. (for purposes of paragraph 9.1 only of this Agreement). The Trust has its principal place of business at 303 Broadway, Suite 1100, Cincinnati, Ohio 45202.

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • December 20th, 2001 • Nations Institutional Reserves • Delaware
FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • August 7th, 2002 • Capstone Social Ethics & Religious Values Fund • Maryland

THIS AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement") is made as of this 9th day of August, 2002, by and between Capstone Social Ethics and Religious Values Fund, a Massachusetts business trust (the "Trust"), with its principal place of business at 5847 San Felipe, Suite 4100, Houston, Texas 77057, on behalf of its series, Bond Fund (the "Acquiring Fund"), and Capstone Christian Values Fund, Inc., a Maryland corporation (the "Company"), with its principal place of business at 5847 San Felipe, Suite 4100, Houston, Texas 77057, on behalf of its series, Christian Stewardship Bond Index Fund (the "Acquired Fund").

FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • November 23rd, 2011 • Metropolitan Series Fund Inc • Maryland

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) dated as of [ ], by and among (i) Met Investors Series Trust (the “Trust”), a Delaware statutory trust established under an Agreement and Declaration of Trust dated July 27, 2000, as amended and restated (the “Declaration of Trust”) and in effect on the date hereof on behalf of Oppenheimer Capital Appreciation Portfolio (the “Acquired Fund”), (ii) Metropolitan Series Fund, Inc. (the “Acquiring Company”), a Maryland corporation formed on November 23, 1982, on behalf of Jennison Growth Portfolio (the “Acquiring Fund”), a series of the Acquiring Company, and (iii) MetLife Advisers, LLC, a Delaware limited liability company, solely with respect to paragraphs 9.1 and 9.2.

APPENDIX A FORM OF AGREEMENT AND PLAN OF REORGANIZATION
Form of Agreement and Plan of Reorganization • August 17th, 2009 • Investment Managers Series Trust • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this ___ day of __________, 2009, by and among FORUM FUNDS, a Delaware statutory trust, with its principal place of business at Three Canal Plaza, Suite #600, Portland, Maine 04101 (“Forum”), with respect to Liberty Street Horizon Fund, a segregated portfolio of assets (“series”) thereof (the “Acquired Fund”), INVESTMENT MANAGERS SERIES TRUST, a Delaware statutory trust, with its principal place of business at 803 West Michigan Street, Milwaukee, Wisconsin 53233 (“IMST”), with respect to its Liberty Street Horizon Fund series (the “Acquiring Fund”), and, solely for purposes of paragraphs 5.11(c), 5.13, and 9.1, LIBERTY STREET ADVISORS, INC., the investment manager of the Acquiring Fund and the Acquired Fund (the “Manager”).

FORM OF Agreement and Plan of Reorganization
Form of Agreement and Plan of Reorganization • July 21st, 2023 • Vanguard Bond Index Funds

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of this _____ day of _____, 2023, by and among Vanguard Index Funds (the “Acquired Fund Trust”), a Delaware statutory trust with its principal place of business at 100 Vanguard Boulevard, Malvern, Pennsylvania 19355, on behalf of its series identified in Exhibit A below (each and “Acquired Fund”) and Vanguard Montgomery Funds, Vanguard Tax-Managed Funds, Vanguard Institutional Index Funds, Vanguard Bond Index Funds, and Vanguard Valley Forge Funds (each an “Acquiring Fund Trust,” collectively the “Acquiring Fund Trusts” and together with the Acquired Fund Trust, the “Trusts”), each a Delaware statutory trust with its principal place of business at 100 Vanguard Boulevard, Malvern, Pennsylvania 19355, on behalf of its series identified in Exhibit A below (each and “Acquiring Fund”). Each Acquired Fund and Acquiring Fund may be referred to as a “Fund” and together the “Funds.”

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