CONCERNING THE CUSTOMER Sample Clauses
CONCERNING THE CUSTOMER. 1. The Customer shall promptly deliver to the Bank written notice of any change in the Officers authorized to sign Share certificates, Certificates, notifications or requests, together with a specimen signature of each new Officer. In the event any Officer who shall have signed manually or whose facsimile signature shall have been affixed to blank Share certificates shall die, resign or be removed prior to issuance of such Share certificates, the Bank may issue such Share certificates as the Share certificates of the Customer notwithstanding such death, resignation or removal, and the Customer shall promptly deliver to the Bank such approvals, adoptions or ratifications as may be required by law.
2. Each copy of the Charter of the Customer and copies of all amendments thereto shall be certified by the Secretary of State (or other appropriate official) of the state of incorporation, and if such Charter and/or amendments are required by law also to be filed with a county or other officer or official body, a certificate of such filing shall be filed with a certified copy submitted to the Bank. Each copy of the By-Laws and copies of all amendments thereto, and copies of resolutions of the Board of Directors of the Customer, shall be certified by the Secretary or an Assistant Secretary of the Customer under the corporate seal.
3. Customer hereby represents and warrants:
(a) It is a corporation duly organized and validly existing under the laws of Maryland.
(b) This Agreement has been duly authorized, executed and delivered on its behalf and constitutes the legal, valid and binding obligation of Customer. The execution, delivery and performance of this Agreement by Customer do not and will not violate any applicable law or regulation and do not require the consent of any governmental or other regulatory body except for such consents and approvals as have been obtained and are in full force and effect.
CONCERNING THE CUSTOMER. Customer hereby represents and warrants with respect to itself and each Fund listed in Schedule A from time to time, and each Fund listed on Schedule A from time to time hereby represents an warrants, but only with respect to itself, which representation and warranties of Client and of each Fund shall be deemed repeated on each day on which Bank performs services hereunder:
a) It is duly organized and validly existing under the laws of Delaware and each Fund is duly organized and validly existing under the laws of its state of organization, and is duly registered or exempt from registration under the Investment Company Act of 1940, as amended.
b) This Agreement has been duly authorized, executed and delivered on its behalf and constitutes the legal, valid and binding obligation of Customer and each Fund. The execution, delivery and performance of this Agreement by Customer and each Fund does not and will not violate any applicable law or regulation and do not require the consent of any governmental or other regulatory body except for such consents and approvals as have been obtained and are in full force and effect applicable to Customer and each Fund.
c) If Customer is acting on behalf of any Fund(s), Customer is fully authorized and empowered by each Fund to engage in the transactions contemplated by this Agreement and to execute this Agreement on behalf of each Fund.
d) That all data, including without limitation, data about Investors or any Fund, delivered to Bank is substantially accurate and complete.
CONCERNING THE CUSTOMER. The Customer shall promptly deliver to the Bank written notice of any change in the Officers authorized to sign Share certificates, Certificates, notifications or requests, together with a specimen signature of each new Officer. In the event any Officer who shall have signed manually or whose facsimile signature shall have been affixed to blank Share certificates shall die, resign or be removed prior to issuance of such Share certificates, the Bank may issue such Share certificates as the Share certificates of the Customer notwithstanding such death, resignation or removal, and the Customer shall promptly deliver to the Bank such approvals, adoptions or ratifications as may be required by law.