Common use of Assets to be Transferred Clause in Contracts

Assets to be Transferred. The Target Fund shall transfer all of its assets to the Acquiring Fund, including, without limitation, cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund as of the Closing, except that the dividend(s) set forth in Section 8.5 shall be paid as set forth in such section. The Target Fund will, within a reasonable period of time before the Closing Date (as defined in Section 3.1), furnish the Acquiring Fund with a list of the Target Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify the securities, if any, on the Target Fund’s list referred to in the foregoing sentence that do not conform to the Acquiring Fund’s investment objectives, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7), and will notify the Target Fund accordingly. The Target Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified by the Acquiring Fund before the Closing Date. In addition, if it is determined that the portfolios of the Target Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to the Acquiring Fund with respect to such investments, the Target Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Fund Board or Nuveen Fund Advisors, LLC, the investment adviser to the Funds, such disposition would adversely affect the status of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, or would otherwise not be in the best interests of the Target Fund.

Assets to be Transferred. The Target Each Acquired Fund shall transfer substantially all of its assets to the Acquiring Fund, including, without limitation, cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Acquired Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Acquired Fund as of the ClosingValuation Time, as such term is defined in Section 2.1, except that the dividend(s) Acquired Fund shall retain assets sufficient to pay the preferred share dividends as set forth in Section 8.5 shall be paid as 1.4 and the dividends set forth in such sectionSection 8.5. The Target Each Acquired Fund will, within a reasonable period of time before the Closing Date (as defined in Section 3.1)Date, furnish the Acquiring Fund with a list of the Target Acquired Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify furnish each Acquired Fund with a list of the securities, if any, on the Target Acquired Fund’s list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Each Acquired Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified by on the Acquiring Fund Fund’s list before the Closing Date. In addition, if it is determined that the portfolios of the Target each Acquired Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target each Acquired Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target any Acquired Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Acquired Fund Board or Nuveen Fund Advisors, LLCInc., the investment adviser to the FundsFunds (the “Adviser”), such disposition would adversely affect the status of the its Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, Code or would otherwise not be in the best interests of the Target such Acquired Fund.

Assets to be Transferred. The Target Acquired Fund shall transfer all of its assets to the Acquiring Fund, including, without limitation, all cash, securities, commodities, interests in futures, futures and dividends or interest receivables owned by the Target Acquired Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Acquired Fund as of the Closing, except that the dividend(s) set forth in Section 8.5 shall be paid as set forth in such section. The Target Fund will, within a reasonable period of time before on the Closing Date (as defined in Section 3.1). The Acquired Fund will, within five business days before the Closing Date, furnish the Acquiring Fund with a list of the Target Acquired Fund’s 's portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time five business days before the Closing Date, identify furnish the Acquired Fund with a list of the securities, if any, on the Target Acquired Fund’s 's list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s 's investment objectives, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Acquired Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified by on the Acquiring Fund Fund's list before the Closing Date. In addition, if it is determined that the portfolios of the Target Acquired Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target Acquired Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target Acquired Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Acquired Fund Board or Nuveen Fund Advisors, LLC, First Trust Advisors L.P. (the investment adviser to the Funds"Advisor"), such disposition would adversely affect the status tax treatment of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, for federal income tax purposes or would otherwise not be in the best interests of the Target Acquired Fund.

Assets to be Transferred. The Target Fund shall transfer all of its assets to the Acquiring Fund, including, without limitation, all cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund as of the Closing, except that the dividend(s) set forth in Section 8.5 shall be paid as set forth in such section. The Target Fund will, within a reasonable period of time before the Closing Date (Date, as such term is defined in Section 3.1), 3.1 furnish the Acquiring Fund with a list of the Target Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify furnish the Target Fund with a list of the securities, if any, on the Target Fund’s list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified on the list provided by the Acquiring Fund before the Closing DateClosing. In addition, if it is determined that the portfolios of the Target Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing DateClosing. Notwithstanding the foregoing, nothing herein will require the Target Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Fund Board or Nuveen Fund Advisors, LLC, the investment adviser to the FundsAdviser, such disposition would adversely affect the status of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, Code or would otherwise not be in the best interests of the Target Fund.

Assets to be Transferred. The Target Fund shall will transfer all of its assets to the Acquiring Fund, including, without limitation, cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund as of the Closing, except that the dividend(s) Target Fund will retain assets sufficient to pay the dividend or dividends set forth in Section 8.5 shall be paid as set forth in such section8.5. The Target Fund will, within a reasonable period of time before the Closing Date (as defined in Section 3.1), furnish the Acquiring Fund with a list of the Target Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify the securitiessecurities and other investments, if any, on the Target Fund’s list referred to in the foregoing sentence that do not conform to the Acquiring Fund’s investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7), restrictions and will notify the Target Fund accordingly. The Target Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities and other investments identified by the Acquiring Fund before the Closing Date. In addition, if it is determined that the portfolios of the Target Fund and the Acquiring Fund, when aggregated, would contain securities or other investments exceeding certain percentage limitations applicable to the Acquiring Fund with respect to such securities or other investments, the Target Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such securities or other investments as may be necessary to avoid violating such limitations as of the Closing DateClosing. Notwithstanding the foregoing, nothing herein will require the Target Fund to dispose of any securities or other investments or securities if, in the reasonable judgment of the Target Fund Board or Nuveen Fund Advisors, LLC, the investment adviser to the FundsFunds (the “Adviser”), such disposition would adversely affect the status of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, or would otherwise not be in the best interests of the Target Fund.

Assets to be Transferred. The Target Each Acquired Fund shall transfer substantially all of its assets to the Acquiring Fund, including, without limitation, cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Acquired Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Acquired Fund as of the ClosingValuation Time, as such term is defined in Section 2.1, except that the dividend(s) Acquired Fund shall retain assets sufficient to pay the preferred share dividends as set forth in Section 8.5 shall be paid as 1.4 and the dividends set forth in Section 8.5, and with respect to Premium Income, all liabilities (whether absolute, accrued, contingent or otherwise) as such sectionAcquired Fund Board or its officers reasonably expect to exist against Premium Income as a result of the exercise of dissenters’ rights under Minnesota law (“Dissenters’ Rights”). The Target Each Acquired Fund will, within a reasonable period of time before the Closing Date (as defined in Section 3.1)Date, furnish the Acquiring Fund with a list of the Target Acquired Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify furnish each Acquired Fund with a list of the securities, if any, on the Target Acquired Fund’s list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Each Acquired Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified by on the Acquiring Fund Fund’s list before the Closing Date. In addition, if it is determined that the portfolios of the Target each Acquired Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target each Acquired Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target any Acquired Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Acquired Fund Board or Nuveen Fund Advisors, LLCInc., the investment adviser to the FundsFunds (the “Adviser”), such disposition would adversely affect the status of the its Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, Code or would otherwise not be in the best interests of the Target such Acquired Fund.

Assets to be Transferred. The Target Fund shall transfer all of its assets to the Acquiring Fund, including, without limitation, all cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund on the Closing Date as of the Closing, except that the dividend(s) set forth such term is defined in Section 8.5 shall be paid as set forth in such section3.1. The Target Fund will, within a reasonable period of time before the Closing Date (as defined in Section 3.1)Date, furnish the Acquiring Fund with a list of the Target Fund’s 's portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify furnish the Target Fund with a list of the securities, if any, on the Target Fund’s 's list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s 's investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified by on the Acquiring Fund Fund's list before the Closing Date. In addition, if it is determined that the portfolios of the Target Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Fund Board or Nuveen Fund Advisors, LLC, the investment adviser to the FundsAdviser, such disposition would adversely affect the status of the Reorganization as a “"reorganization,” " as such term is used in Section 368(a) of the Code, Code or would otherwise not be in the best interests of the Target Fund.

Assets to be Transferred. The Target Fund shall transfer all of its assets to the Acquiring Fund, including, without limitation, all cash, securities, commodities, interests in futures, dividends or interest receivables owned by the Target Fund and any deferred or prepaid expenses shown as an asset on the books of the Target Fund as of the Closing, except that the dividend(s) set forth in Section 8.5 shall be paid as set forth in such section. The Target Fund will, within a reasonable period of time before the Closing Date (Date, as such term is defined in Section 3.1), furnish the Acquiring Fund with a list of the Target Fund’s portfolio securities and other investments. The Acquiring Fund will, within a reasonable period of time before the Closing Date, identify furnish the Target Fund with a list of the securities, if any, on the Target Fund’s list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s investment objectivesobjective, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target Fund, if requested by the Acquiring Fund, will dispose of such non-conforming securities identified on the list provided by the Acquiring Fund before the Closing DateClosing. In addition, if it is determined that the portfolios of the Target Fund and the Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing DateClosing. Notwithstanding the foregoing, nothing herein will require the Target Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Fund Board or Nuveen Fund Advisors, LLC, the investment adviser to the FundsAdviser, such disposition would adversely affect the status of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, Code or would otherwise not be in the best interests of the Target Fund.

Assets to be Transferred. The Target Each Selling Fund shall transfer all of its assets to the its corresponding Acquiring Fund, including, without limitation, all cash, securities, commodities, interests in futures, futures and dividends or interest receivables receivables, owned by the Target Selling Fund and any deferred or prepaid expenses shown as an asset on the books of the Target such Selling Fund as of the Closing, except that the dividend(s) set forth in Section 8.5 shall be paid as set forth in such section. The Target Fund will, within a reasonable period of time before on the Closing Date (as defined in Section 3.1), furnish the Acquiring Fund with a list of the Target Fund’s portfolio securities and other investmentsDate. The Acquiring Each Selling Fund will, within a reasonable period of time before the Closing Date, identify furnish each Acquiring Fund with a list of the Selling Fund's portfolio securities and other investments. Each Acquiring Fund will, within a reasonable time before the Closing Date, furnish its corresponding Selling Fund with a list of the securities, if any, on the Target Selling Fund’s 's list referred to in the foregoing sentence above that do not conform to the Acquiring Fund’s 's investment objectives, policies or restrictions, as set forth in the Acquiring Fund’s Registration Statement (as defined in Section 5.7)policies, and will notify the Target Fund accordinglyrestrictions. The Target A Selling Fund, if requested by the its corresponding Acquiring Fund, will dispose of such non-conforming securities identified by on the Acquiring Fund Fund's list before the Closing Date. In addition, if it is determined that the portfolios of the Target a Selling Fund and the its corresponding Acquiring Fund, when aggregated, would contain investments exceeding certain percentage limitations applicable to imposed upon the Acquiring Fund with respect to such investments, the Target Selling Fund, if requested by the Acquiring Fund, will dispose of a sufficient amount of such investments as may be necessary to avoid violating such limitations as of the Closing Date. Notwithstanding the foregoing, nothing herein will require the Target a Selling Fund to dispose of any investments or securities if, in the reasonable judgment of the Target Fund Board Selling Fund's trustees or Nuveen Fund Advisors, LLC, the investment adviser to the Fundsadviser, such disposition would adversely affect the status tax-free nature of the Reorganization as a “reorganization,” as such term is used in Section 368(a) of the Code, for federal income tax purposes or would otherwise not be in violate their fiduciary duties to the best interests of the Target Selling Fund's shareholders.