Common use of Client Authority Clause in Contracts

Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance of any event, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client is a corporation, the party executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate action. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal Alliance, Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance or its affiliates in reliance on representations made by such fiduciary.

Appears in 2 contracts

Samples: Client Agreement, Client Agreement

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Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") ERISA of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Program Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance Woodbury with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance Xxxxxxxx of any event, which event that might affect this authority or the validity of the Agreement. If the Program Account is an ERISA Program Account and Client is electing discretionary servicesTrading Authority, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISAXXXXX) who has the power under the plan to appoint an investment manager. If Client is a corporationcorporation or other legal entity, the party person executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate actionaction by such corporation or legal entity’s governing body. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal AllianceXxxxxxxx, Manager, and Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise otherwise, of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance Woodbury or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Agreement

Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance of any event, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client is a corporation, the party executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate action. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal Alliance, VISION2020 Wealth Management Corporation, Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Agreement

Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance Woodbury with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance Woodbury of any event, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client is a corporation, the party executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate action. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal AllianceWoodbury, Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance Woodbury or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Agreement

Client Authority. If this Agreement is entered into by a trustee Trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust Trustee or other fiduciary relationshiprepresents that the terms of this Agreement are authorized by the governing instruments of, and/or laws and regulations applicable to Client, the services to be provided under this Agreement are within the scope of the services and investments authorized by the governing instruments of, and/or laws and regulations applicable to Client, and that Client said Trustee or fiduciary is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance of any event, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client is a corporation, the party executing this Agreement signatory on behalf of Client represents that the execution of this Agreement has been duly authorized by all necessary and appropriate corporate action. Client undertakes to advise Graystone Consulting of any event which might affect Client’s authority to participate in, or the propriety of, this Agreement. A. The Client represents that neither it nor another person who has an ownership interest in or authority over this Account knowingly owns, operates or is associated with a business that uses, at least in part, the Internet to receive or send information that could be seen as placing, receiving or otherwise knowingly transmitting a bet or wager. B. The Client understands that, in order to open and continue to provide services to the account, MSSB is required to obtain certain information from the Client. If this information is not provided by you fully or in a timely manner, MSSB may suspend trading in your account until the information is provided and/or terminate the Account. The Client will deliver to MSSB, in writing, all of the information that MSSB or a Advisor may require or reasonably request to perform their duties hereunder without violating or causing any violation of applicable law. USA PATRIOT ACT NOTICE: IMPORTANT INFORMATION ABOUT OUR PROCEDURES FOR OPENING A NEW ACCOUNT OR ESTABLISHING A NEW CUSTOMER RELATIONSHIP. C. You further understand that to help the government fight the funding of terrorism and money laundering activities, federal law may require all financial institutions to obtain, verify D. The Client represents that neither it nor any person who has a material ownership interest in or authority over, the Account is or has been a Politically Exposed Person or an immediate family member or close associate of a senior political figure. If you, any other owner of, or any authorized person on the Account is or has been such a figure you are required to disclose that to MSSB and to provide the necessary information required by law to open and/or to service your Account. For legal entities where a Politically Exposed Person is a board member or other key controller, such as a chief executive officer, you agree to disclose that fact to MSSB and to provide the necessary information required by law to open and/or to service your Account. By signing this Agreement as a fiduciary of a Client agrees you also represent that this Account will not be used for any transactions that would violate or cause MSSB or any other person to indemnify and hold harmless Advisory Representativeviolate, Royal Allianceany economic or trade sanctions applicable to either you or MSSB, Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of without limitation any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection prohibited transactions with, or arising out for the benefit of, any Sanctions Target. For these purposes, “Sanctions Target” includes any person, entity or country that is the subject of any actions taken sanctions issued, administered or enforced by, as applicable: (1) the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), including, but not taken by Royal Alliance limited to, any person or its affiliates in reliance entity designated on representations made by such fiduciary.OFAC’s Specially Designated Nationals and Blocked Persons List; (2) the United Nations Security Council;

Appears in 1 contract

Samples: Consulting Agreement

Client Authority. If Client is an individual, Client represents that he or she is of legal age. If Client is a corporation, partnership or limited liability company, the person signing this Agreement for the Client represents that he or she has been authorized to do so by appropriate action. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of subject to ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client represents that Adviser has been furnished true and complete copies of all documents establishing and governing the plan and evidencing Client's authority to retain Adviser. Client will furnish promptly to Adviser any amendments to the plan, and Client agrees that, if any amendment affects the rights or obligations of Adviser, such amendment will be binding on Adviser only when agreed to by Adviser in writing. Client agrees to furnish Royal Alliance Representative or Adviser with such instrumentsdocuments, upon reasonable requestas they shall reasonably request with respect to the foregoing. Client further agrees to notify Royal Alliance advise Adviser and Representative of any event, which might affect this authority authority, or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an "investment manager” adviser" as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a "named fiduciary" (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client appoints Adviser, and Adviser accepts its appointment, as an "investment manager" for purposes of ERISA and the Code, and Adviser acknowledges that it is a corporation, "fiduciary" within the party executing meaning of Section 3(21) of ERISA and Section 4975(e)(3) of the Code (but only with respect to the provision of services described in this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate actionand the assets held in the Account). The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal Alliance, Custodian Adviser and their respective officers, directors, agents, employees and its affiliates from and against all losses, costs (including attorney’s attorneys fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance Adviser or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Services Agreement

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Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") ERISA of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Program Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance of any event, which event that might affect this authority or the validity of the Agreement. If the Program Account is an ERISA Program Account and Client is electing discretionary servicesTrading Authority, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISAXXXXX) who has the power under the plan to appoint an investment manager. If Client is a corporationcorporation or other legal entity, the party person executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate actionaction by such corporation or legal entity’s governing body. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal Alliance, Manager, and Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise otherwise, of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Agreement

Client Authority. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client agrees to furnish Royal Alliance Advisor with such instruments, upon reasonable request. Client further agrees to notify Royal Alliance Advisor of any event, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an “investment manager” as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a “named fiduciary” (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client is a corporation, the party executing this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate action. The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Advisor, Royal Alliance, VISION2020 Wealth Management Corporation, Custodian and their respective officers, directors, agents, employees and affiliates from and against all losses, costs (including attorney’s fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance Advisor or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Independent Ria Agreement

Client Authority. If Client is an individual, Client represents that he or she is of legal age. If Client is a corporation, partnership or limited liability company, the person signing this Agreement for the Client represents that he or she has been authorized to do so by appropriate action. If this Agreement is entered into by a trustee or other fiduciary, including but not limited to someone meeting the definition of "fiduciary" under the Employee Retirement Income Security Act of 1974 ("ERISA") of an employee benefit plan within the meaning of subject to ERISA, such trustee or fiduciary represents and warrants that Client's participation in the Account is permitted by the relevant governing instrument of such plan, trust or other fiduciary relationship, and that Client is duly authorized to enter into this Agreement. Client represents that Adviser has been furnished true and complete copies of all documents establishing and governing the plan and evidencing Client's authority to retain Adviser. Client will furnish promptly to Adviser any amendments to the plan, and Client agrees that, if any amendment affects the rights or obligations of Adviser, such amendment will be binding on Adviser only when agreed to by Adviser in writing. Client agrees to furnish Royal Alliance Representative or Adviser with such instruments, upon reasonable requestdocuments they reasonably request with respect to the foregoing. Client further agrees to notify Royal Alliance advise Adviser and Representative of any eventeven, which might affect this authority or the validity of the Agreement. If the Account is an ERISA Account and Client is electing discretionary services, Client additionally represents and warrants (i) that the governing instruments provide that an "investment manager” adviser" as defined under ERISA may be appointed, and (ii) that the person executing and delivering this Agreement on behalf of Client is a "named fiduciary" (as defined under ERISA) who has the power under the plan to appoint an investment manager. If Client appoints Adviser, and Adviser accepts its appointment, as an "investment manager" for purposes of ERISA and the Code, and Adviser acknowledges that it is a corporation, "fiduciary" within the party executing meaning of Section 3(21) of ERISA and Section 4975(e)(3) of the Code (but only with respect to the provision of services described in this Agreement on behalf of Client represents that execution of this Agreement has been duly authorized by appropriate corporate actionand the assets held in the Account). The person signing this Agreement as a fiduciary of a Client agrees to indemnify and hold harmless Advisory Representative, Royal Alliance, Custodian Adviser and their respective officers, directors, agents, employees and its affiliates from and against all losses, costs (including attorney’s attorneys fees and court costs), or damages, whether direct, indirect, special, incidental, consequential, punitive, or otherwise of any kind, claims, demands, proceedings, suits and actions, and all liabilities and expenses resulting from, in connection with, or arising out of any actions taken or not taken by Royal Alliance Adviser or its affiliates in reliance on representations made by such fiduciary.

Appears in 1 contract

Samples: Client Services Agreement

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