Common use of Client’s Representations Clause in Contracts

Client’s Representations. The Client hereby represents and warrants to BTC, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have been approved by the Board of Directors or Board of Trustees, as applicable, of the Client (the “Board”); this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, legally and validly entered into by the Client, on behalf of its Funds, does not, and will not, violate any statute, regulation, rule, order or judgment binding on the Fund, or any provision of the Client’s charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund has and have been duly and properly authorized to do so; (c) Each Fund is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities loans; and (d) All Securities available for lending pursuant to this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreement. The Client shall promptly notify BTC in the manner agreed between the parties from time to time when any Securities are no longer subject to the representations contained in this sub-paragraph (d).

Client’s Representations. The Client hereby represents and warrants to BTC------------------------ the Bank, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have has been approved by the Board of Directors or Board of Trustees, as applicable, Trustees of the Client (and the “Board”)Approved Investments have been and will be annually determined to be in the best interests of shareholders of each Lender; this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, legally and validly entered into by the Client, Client on behalf of its Fundseach Lender, does not, and will not, violate any statute, regulation, rule, order or or, judgment binding on the FundLender, or any provision of the Client’s 's charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds Lender in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ creditors rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund Lender has and have been duly and properly authorized to do so; (c) Each Fund Lender is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities securities loans; and; (d) All Securities available for subject to lending pursuant to Section 2.2 of this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreementencumbrances, no such Security subject to lending has been sold and the Client on behalf of each Lender has no present intention to sell any of the Securities subject to lending. The Client shall promptly notify BTC delete from the list referenced in the manner agreed between the parties from time to time when Section 2.2 hereof any and all Securities which are no longer subject to the representations contained in this sub-paragraph (d).

Client’s Representations. The Client hereby represents and warrants to BTCBGI, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have has been approved by the Board of Directors or Board of Trustees, as applicable, Trustees of the Client (and the “Board”)Approved Investments have been and will be annually determined to be in the besi interests of shareholders of each Lender; this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, be legally and validly entered into by the Client, Client on behalf of its Fundseach Lender, does not, and will not, violate any statute, regulation, rule, order or or, judgment binding on the FundLender, or any provision of the Client’s charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds Lender in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ creditors rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund Lender has and have been duly and properly authorized to do so; (c) Each Fund Lender is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities securities loans; and; (d) All Securities available for subject to lending pursuant to Section 2.2 of this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreementencumbrances, no such Security subject to lending has been sold and the Client on behalf of each Lender has no present intention to sell any of the Securities subject to lending. The Client shall promptly notify BTC add to the list referenced in the manner agreed between the parties from time to time when Section 2.2 hereof any and all Securities which are no longer subject to the representations contained in this sub-paragraph (d).

Client’s Representations. The Client hereby represents and warrants to BTCBGI, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have has been approved by the Board of Directors or Board of Trustees, as applicable, Trustees of the Client (and the “Board”)Approved Investments have been and will be annually determined to be in the best interests of shareholders of each Lender; this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, legally and validly entered into by the Client, Client on behalf of its Fundseach Lender, does not, and will not, violate any statute, regulation, rule, order or or, judgment binding on the FundLender, or any provision of the Client’s 's charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds Lender in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ creditors rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund Lender has and have been duly and properly authorized to do so; (c) Each Fund Lender is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities securities loans; and; (d) All Securities available for subject to lending pursuant to Section 2.2 of this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreementencumbrances, no such Security subject to lending has been sold and the Client on behalf of each Lender has no present intention to sell any of the Securities subject to lending. The Client shall promptly notify BTC add to the list referenced in the manner agreed between the parties from time to time when Section 2.2 hereof any and all Securities which are no longer subject to the representations contained in this sub-paragraph (d).

Client’s Representations. The Client hereby represents and warrants to BTCBGI, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have has been approved by the Board of Directors or Board of Trustees, as applicable, Trustees of the Client (and the “Board”)Approved Investments have been and will be annually determined to be in the best interests of shareholders of each Lender; this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, legally and validly entered into by the Client, Client on behalf of its Fundseach Lender, does not, and will not, violate any statute, regulation, rule, order or or, judgment binding on the FundLender, or any provision of the Client’s charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds Lender in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ creditors rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund Lender has and have been duly and properly authorized to do so; (c) Each Fund Lender is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities securities loans; and; (d) All Securities available for subject to lending pursuant to Section 2.2 of this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreementencumbrances, no such Security subject to lending has been sold and the Client on behalf of each Lender has no present intention to sell any of the Securities subject to lending. The Client shall promptly notify BTC add to the list referenced in the manner agreed between the parties from time to time when Section 2.2 hereof any and all Securities which are no longer subject to the representations contained in this sub-paragraph (d).

Client’s Representations. The Client hereby represents and warrants to BTCthe Bank, which representations and warranties shall be deemed to be continuing and to be reaffirmed on any day that a Securities loan hereunder is outstanding, that: (a) This Agreement and the Securities Lending Guidelines have has been approved by the Board of Directors or Board of Trustees, as applicable, Trustees of the Client (and the “Board”)Approved Investments have been and will be annually determined to be in the best interests of shareholders of each Lender; this Agreement is, and, if properly entered into under the terms of this Agreement and the Securities Lending Guidelines, each Securities loan and Approved Investment will be, legally and validly entered into by the Client, Client on behalf of its Fundseach Lender, does not, and will not, violate any statute, regulation, rule, order or or, judgment binding on the FundLender, or any provision of the Client’s 's charter or by-laws, or any agreement binding on the Client or affecting its property, and is enforceable against the Client and each of its Funds Lender in accordance with its terms, except as may be limited by bankruptcy, insolvency or similar laws, or by equitable principles relating to or limiting creditors’ creditors rights generally; (b) The person executing this Agreement and all Authorized Persons acting on behalf of the Client or any Fund Lender has and have been duly and properly authorized to do so; (c) Each Fund Lender is lending Securities as principal for its own account and it will not transfer, assign or encumber its interest in, or rights with respect to, any Securities securities loans; and; (d) All Securities available for subject to lending pursuant to Section 2.2 of this Agreement are free and clear of all liens, claims, security interests and encumbrances that would preclude their being lent as contemplated by this Agreementencumbrances, no such Security subject to lending has been sold and the Client on behalf of each Lender has no present intention to sell any of the Securities subject to lending. The Client shall promptly notify BTC delete from the list referenced in the manner agreed between the parties from time to time when Section 2.2 hereof any and all Securities which are no longer subject to the representations contained in this sub-paragraph (d).