DOCUMENTATION RELATED TO APPOINTMENT. In connection with the appointment of Agent, each Fund will file with the Agent on or prior to the Execution Date the following documentation: (a) A copy, certified by such Fund’s Secretary or Assistant Secretary, of the resolutions of the Board of Directors of the Fund appointing the Agent as Transfer Agent, approving the form of this Agreement and designating certain Persons to sign stock certificates, if any, and give Instructions and requests on behalf of the Fund; (b) A copy, certified by such Fund’s Secretary or Assistant Secretary, of the Articles of Incorporation or Declaration of Trust, as applicable, of the Fund and all amendments thereto; (c) A copy, certified by such Fund’s Secretary or Assistant Secretary, of the Bylaws of the Fund; (d) A copy of the current registration statement and amendments thereto of the Fund, filed with the Securities and Exchange Commission; (e) Specimens of all forms of outstanding stock certificates for the Fund, in the forms approved by its Board of Directors, with a certificate of its Secretary or Assistant Secretary as to such approval; and (f) Specimens of the signatures of the officers of the Fund authorized to sign stock certificates, and individuals authorized to sign or deliver Instructions and other requests. (g) An opinion of counsel for the Fund (which may be in-house counsel) with respect to: (i) The Fund’s organization and existence under the laws of its state of organization; (ii) The status of all shares of stock or of all shares of beneficial interests of the Fund, as applicable, covered by the appointment under the Securities Act of 1933, as amended, and any other applicable federal or state statute and that all shares requested to be registered under such Acts or statutes are properly registered; (iii) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable; and (iv) If any Shares are subject to registration under the 1933 Act, whether they have been registered under the Act and whether the related Registration Statement has become effective or, if Shares are exempt from such registration, the specific grounds therefor. In addition, the Agent acknowledges the receipt from each Fund, and that the Account Records previously utilized by the Agent were generally adequate to perform the Services.
Appears in 7 contracts
Samples: Agency Agreement (Lord Abbett Municipal Income Fund Inc), Agency Agreement (Lord Abbett Municipal Income Fund Inc), Agency Agreement (Lord Abbett Bond Debenture Fund Inc)
DOCUMENTATION RELATED TO APPOINTMENT. In connection with the appointment of Agent, each Fund will file with the Agent on or prior to the Execution Date the following documentation:
(a) A copy, certified by such Fund’s 's Secretary or Assistant Secretary, of the resolutions of the Board of Directors of the Fund appointing the Agent as Transfer Agent, approving the form of this Agreement and designating certain Persons to sign stock certificates, if any, and give Instructions and requests on behalf of the Fund;
(b) A copy, certified by such Fund’s 's Secretary or Assistant Secretary, of the Articles of Incorporation or Declaration of Trust, as applicable, of the Fund and all amendments thereto;
(c) A copy, certified by such Fund’s 's Secretary or Assistant Secretary, of the Bylaws of the Fund;
(d) A copy of the current registration statement and amendments thereto of the Fund, filed with the Securities and Exchange Commission;
(e) Specimens of all forms of outstanding stock certificates for the Fund, in the forms approved by its Board of Directors, with a certificate of its Secretary or Assistant Secretary as to such approval; and
(f) Specimens of the signatures of the officers of the Fund authorized to sign stock certificates, and individuals authorized to sign or deliver Instructions and other requests.
(g) An opinion of counsel for the Fund (which may be in-house counsel) with respect to:
(i) The Fund’s 's organization and existence under the laws of its state of organization;
(ii) The status of all shares of stock or of all shares of beneficial interests of the Fund, as applicable, covered by the appointment under the Securities Act of 1933, as amended, and any other applicable federal or state statute and that all shares requested to be registered under such Acts or statutes are properly registered;
(iii) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable; and
(iv) If any Shares are subject to registration under the 1933 Act, whether they have been registered under the Act and whether the related Registration Statement has become effective or, if Shares are exempt from such registration, the specific grounds therefor. In addition, the Agent acknowledges the receipt from each Fund, and that the Account Records previously utilized by the Agent were generally adequate to perform the Services.
Appears in 2 contracts
Samples: Agency Agreement (Lord Abbett Series Fund Inc), Agency Agreement (Lord Abbett Affiliated Fund Inc)