Common use of DISTRIBUTOR'S REPRESENTATIONS AND WARRANTIES Clause in Contracts

DISTRIBUTOR'S REPRESENTATIONS AND WARRANTIES. Distributor represents and warrants that: a. It is a corporation duly organized and existing and in good standing under the laws of the state of California and is duly registered or exempt from registration as a broker-dealer in all states and jurisdictions in which it provides services as a non-exclusive distributor for the Funds. b. It is a member in good standing of the FINRA. c. It is empowered under applicable laws and by Distributor’s organizational documents to enter into this Agreement and perform all activities and services of the Distributor provided for herein and that there are no impediments, prior or existing, regulatory, self-regulatory, administrative, civil or criminal matters affecting Distributor’s ability to perform under this Agreement. d. All requisite actions have been taken to authorize Distributor to enter into and perform this Agreement. e. It is a financial institution subject to the U.S. Bank Secrecy Act of 1970, as amended (31 X.X.X. §0000 et seq.) (the “BSA”), and is in compliance with, and throughout the term of this Agreement will continue to comply with, its obligations under the BSA and the implementing regulations and applicable regulatory guidance thereunder (collectively, the “AML Laws”). Throughout the term of this Agreement, it will remain in compliance with its obligations under Rule 17a-8 under the Exchange Act, and with the anti-money laundering rules of relevant self-regulatory organizations. f. It has taken, and will continue to take, appropriate steps necessary to continually avail itself of the safe harbor provided by Section 103.110 of Title 31, Code of Federal Regulations, relating to the voluntary sharing of information among financial institutions regarding suspected terrorist or money laundering activity.

DISTRIBUTOR'S REPRESENTATIONS AND WARRANTIES. Distributor represents and warrants that: a. It is a corporation limited liability company duly organized and existing and in good standing under the laws of the state of California Delaware and is duly registered or exempt from registration as a broker-broker- dealer in all states and jurisdictions in which it provides services as a non-exclusive distributor for the FundsFund. b. It is a member in good standing of the FINRA. c. It is empowered under applicable laws and by Distributor’s organizational documents to enter into this Agreement and perform all activities and services of the Distributor provided for herein and that there are no impediments, prior or existing, regulatory, self-regulatory, administrative, civil or criminal matters affecting Distributor’s ability to perform under this Agreement. d. All requisite actions have been taken to authorize Distributor to enter into and perform this Agreement. e. It is a financial institution subject to the U.S. Bank Secrecy Act of 1970, as amended (31 X.X.X. U.S.C. §0000 5311 et seq.) (the “BSA”), and is in compliance with, and throughout the term of this Agreement will continue to comply with, its obligations under the BSA and the implementing regulations and applicable regulatory guidance thereunder (collectively, the “AML Laws”). Throughout the term of this Agreement, it will remain in compliance with its obligations under pursuant to Rule 17a-8 under the Exchange Act, and with the anti-money laundering rules of relevant self-regulatory organizations. f. It has taken, and will continue to take, appropriate steps necessary to continually avail itself of the safe harbor provided by Section 103.110 of Title 31, Code of Federal Regulations, relating to the voluntary sharing of information among financial institutions regarding suspected terrorist or money laundering activity.