Common use of Representations and Warranties A Clause in Contracts

Representations and Warranties A. JNLD. JNLD represents and warrants as follows: (1) JNLD represents and warrants that it is, and at all times when performing its functions and fulfilling its obligations under this Addendum will be, a registered broker-dealer under the 1934 Act, a member in good standing of the Financial Industry Regulatory Authority (“FINRA”), and a broker-dealer under state law to the extent necessary to perform the duties described in this Addendum. (2) JNLD represents and warrants that its producers (“Producers”) who will be accepting applications for the Contracts are and will continue to be duly registered with JNLD while providing services covered by this Addendum and that they will be representatives in good standing with registration and qualifications as required by FINRA to sell the Contracts. Producers shall also have and maintain any required variable contract sales authority for the offer and sale of Contracts. (3) JNLD shall remain in compliance with the Investment Advisers Act of 1940, as amended (the “Advisers Act”), the Securities Act of 1933, as amended (“1933 Act”), the 1934 Act, the Investment Company Act of 1940, as amended (“1940 Act”), with all rules and regulations promulgated by all regulatory agencies, organizations and bodies with jurisdiction over its activities, and with all other applicable state statutes, laws, rules and regulations governing the sale of the Contracts and all applicable state insurance laws, rules and regulations. Furthermore, JNLD represents and warrants that it has adopted internal controls which are reasonably designed to ensure compliance with Rule 22c 1, the forward pricing rule, under the 1940 Act. JNLD further represents and warrants that it has in place, and at all times during the term of this Addendum will maintain an adequate system to supervise the activities of its Producers and associated persons as required by FINRA Rules including but not limited to NASD Conduct Rules 3010 and 3012 and FINRA Rule 3130, as amended or interpreted from time to time, and any successor rules thereto, and that it is solely responsible for supervising the activities of its Producers and other associated persons in connection with the offer and sale of the Contracts or the conduct of business under this Addendum. JNLD represents and warrants that it will comply with all other applicable state and federal laws and the rules and regulations of governmental or regulatory agencies affecting or governing the sale of the Contracts including, but not limited to, those of the Department of Labor in connection with the sale of Contracts deemed subject to the Employee Retirement Income Security Act, as amended (“ERISA”) and with all applicable rules and administrative procedures of the Company. JNLD will comply with Company's requirements and procedures for transfers, including, but not limited to those that are designed to restrict actions and activities commonly referred to as market-timing and late trading as set forth in the

Representations and Warranties A. JNLD. JNLD represents Tyke’s representations and warrants as follows: (1) JNLD represents warranties i. Tyke is a company duly organized, validly existing and warrants that it is, and at all times when performing its functions and fulfilling its obligations under this Addendum will be, a registered broker-dealer under the 1934 Act, a member in good standing under the laws of India, and has the power and authority to own, lease and operate its properties and carry on its business as now conducted. ii. The execution, delivery and performance by Tyke of this Agreement is within the power of and has been duly authorized by all necessary actions on the part of the Financial Industry Regulatory Authority company. iii. To the best of Tyke’s knowledge, the Company is authorized to issue the Underlying Securities and the issuance is not a material violation of any applicable laws or contract and the Company owns or possesses (“FINRA”)or can obtain on commercially reasonable terms) sufficient legal rights to all patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information, processes and a broker-dealer under state law to the extent other intellectual property rights necessary to perform the duties described in this Addendum. (2) JNLD represents for its business as now conducted and warrants that its producers (“Producers”) who will be accepting applications for the Contracts are and will continue as currently proposed to be duly registered with JNLD while providing services covered by this Addendum conducted, without any conflict with, or infringement of the rights of, others. iv. The issuance and that they will allotment of the Underlying Securities shall be representatives in good standing with registration and qualifications as required by FINRA to sell the Contracts. Producers shall also have and maintain any required variable contract sales authority for the offer and sale of Contracts. (3) JNLD shall remain made in compliance with all applicable laws. B. Investor’s representations and warranties i. The Investor has full legal capacity, power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement constitutes valid and binding obligation of the Investment Advisers Act Investor, enforceable in accordance with its terms, except as limited by bankruptcy, insolvency or other laws of 1940general application relating to or affecting the enforcement of creditors’ rights generally and general principles of equity. ii. The Investor is making investments via the Tyke platform including the equity-linked securities and subsequent converted securities to be acquired by the Investor hereunder for its own account for investment, not as amended (a nominee or agent, and not for the “Advisers Act”)account of any person whatsoever, and not with a view to, or for resale in connection with, the Securities Act of 1933, as amended (“1933 Act”), the 1934 Act, the Investment Company Act of 1940, as amended (“1940 Act”), with all rules and regulations promulgated by all regulatory agencies, organizations and bodies with jurisdiction over its activitiesdistribution thereof, and with all other applicable state statutesthe Investor has no present intention of selling, lawsgranting any participation in, rules or otherwise distributing the same. iii. The Investor has such knowledge and regulations governing experience in financial and business matters that the sale Investor is capable of evaluating the Contracts merits and all applicable state insurance lawsrisks of such investment, rules is able to incur a complete loss of such investment without impairing the Investor’s financial condition and regulationsis able to bear the economic risk of such investment for an indefinite period of time. Furthermore, JNLD represents and warrants iv. The Investor is aware that it has adopted internal controls which are reasonably designed this Agreement is to ensure compliance with Rule 22c 1, the forward pricing rule, under the 1940 Act. JNLD further represents and warrants that it has in place, and at all times during the term of this Addendum will maintain an adequate system to supervise the activities of its Producers and associated persons as required by FINRA Rules including but not limited to NASD Conduct Rules 3010 and 3012 and FINRA Rule 3130, as amended or interpreted from time to time, and any successor rules thereto, and that it is solely responsible for supervising the activities of its Producers and other associated persons in connection be read with the offer and sale Consent Agreement as provided under ANNEXURE 1 in conjunction with each other. In case of the Contracts or the conduct of business under ambiguity any ambiguity between this Addendum. JNLD represents and warrants that it will comply with all other applicable state and federal laws Agreement and the rules and regulations of governmental or regulatory agencies affecting or governing the sale of the Contracts includingConsent Agreement, but not limited to, those of the Department of Labor in connection with the sale of Contracts deemed subject to the Employee Retirement Income Security Act, as amended (“ERISA”) and with all applicable rules and administrative procedures of the Company. JNLD will comply with Company's requirements and procedures for transfers, including, but not limited to those that are designed to restrict actions and activities commonly referred to as market-timing and late trading as set forth in thethis Agreement shall prevail.

Representations and Warranties A. JNLD. JNLD The Trust hereby represents and warrants as followsto Fund Services, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) JNLD represents It is duly organized and warrants that it isexisting under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and at all times when performing its functions and fulfilling to perform its obligations under this Addendum will be, a registered broker-dealer under the 1934 Act, a member in good standing of the Financial Industry Regulatory Authority (“FINRA”), and a broker-dealer under state law to the extent necessary to perform the duties described in this Addendum. hereunder; (2) JNLD represents This Agreement has been duly authorized, executed and warrants that delivered by the Trust in accordance with all requisite action and constitutes a valid and legally binding obligation of the Trust, enforceable in accordance with its producers (“Producers”) who will be accepting applications for terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the Contracts are rights and will continue to be duly registered with JNLD while providing services covered by this Addendum remedies of creditors and that they will be representatives in good standing with registration and qualifications as required by FINRA to sell the Contracts. Producers shall also have and maintain any required variable contract sales authority for the offer and sale of Contracts. secured parties; (3) JNLD shall remain It is conducting its business in compliance in all material respects with all laws and regulations, both state and federal, applicable to it and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its charter, bylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement; and (4) A registration statement under the Investment Advisers 1940 Act of 1940, as amended (the “Advisers Act”), and the Securities Act of 1933, as amended (“1933 Act”)amended, will be made effective prior to the 1934 Act, the Investment Company Act effective date of 1940, as amended (“1940 Act”), with all rules this Agreement and regulations promulgated by all regulatory agencies, organizations and bodies with jurisdiction over its activities, and with all other applicable state statutes, laws, rules and regulations governing the sale of the Contracts and all applicable state insurance laws, rules and regulations. Furthermore, JNLD represents and warrants that it has adopted internal controls which are reasonably designed to ensure compliance with Rule 22c 1, the forward pricing rule, under the 1940 Act. JNLD further represents and warrants that it has in place, and at all times will remain effective during the term of this Addendum Agreement, and appropriate state securities law filings will maintain an adequate system be made prior to supervise the activities effective date of this Agreement and will continue to be made during the term of this Agreement as necessary to enable the Trust to make a continuous public offering of its Producers and associated persons as required by FINRA Rules including but not limited to NASD Conduct Rules 3010 and 3012 and FINRA Rule 3130, as amended or interpreted from time to time, and any successor rules thereto, and that it is solely responsible for supervising the activities of its Producers and other associated persons in connection with the offer and sale of the Contracts or the conduct of business under this Addendumshares. JNLD B. Fund Services hereby represents and warrants that it will comply to the Trust, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) It is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its obligations hereunder; (2) This Agreement has been duly authorized, executed and delivered by Fund Services in accordance with all other applicable state requisite action and federal laws constitutes a valid and the rules and regulations legally binding obligation of governmental or regulatory agencies affecting or governing the sale of the Contracts includingFund Services, but not limited toenforceable in accordance with its terms, those of the Department of Labor in connection with the sale of Contracts deemed subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the Employee Retirement Income Security Act, as amended rights and remedies of creditors and secured parties; (“ERISA”3) and It is conducting its business in compliance in all material respects with all applicable rules laws and administrative procedures regulations, both state and federal, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of the Company. JNLD will comply with Company's requirements and procedures for transfersits charter, including, but not limited to those that are designed to restrict actions and activities commonly referred to as market-timing and late trading as set forth in thebylaws or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement; and

Representations and Warranties A. JNLD. JNLD LNY represents and warrants to DELAWARE, as of the effective date of each Registration Statement for the Contracts (or class of Contracts) and at each time that a Contract is sold, as follows: (1) JNLD represents and warrants that it is, and at all times when performing its functions and fulfilling its obligations under this Addendum will be, a registered broker-dealer under The Registration Statement has been declared effective by the 1934 Act, a member SEC or has become effective in good standing of accordance with the Financial Industry Regulatory Authority (“FINRA”), and a broker-dealer under state law to the extent necessary to perform the duties described in this AddendumRegulations. (2) JNLD represents The Registration Statement and warrants that its producers (“Producers”) who will be accepting applications for the Contracts are Prospectus each comply in all material respects with the provisions of the 1933 Act and will continue the 1940 Act and the Regulations, and neither the Registration Statement nor the Prospectus contains an untrue statement of a material fact or omits to state a material fact required to be duly registered stated therein or necessary to make the statements therein not misleading, in light of the circumstances in which they were made; provided, however, that none of the representations and warranties in this Section 5.a(2) shall apply to statements in or omissions from the Registration Statement or Prospectus made in reliance upon and in conformity with JNLD while providing services covered information furnished to LNY in writing by this Addendum and that they will be representatives DELAWARE expressly for use in good standing with registration and qualifications as required by FINRA to sell the Contracts. Producers shall also have and maintain any required variable contract sales authority for the offer and sale of ContractsRegistration Statement. (3) JNLD shall remain LNY has not received notice from the SEC with respect to the Registration Statement or the Account supporting the Contracts described in compliance with the Investment Advisers Registration Statement pursuant to Section 8(e) of the 1940 Act of 1940, and no stop order under the 1933 Act has been issued and no proceeding therefor has been instituted or threatened by the SEC. (4) The accountants who certified the financial statements included the Registration Statement and Prospectus are independent public accountants as amended (required by the “Advisers Act”), the Securities Act of 1933, as amended (“1933 Act”), the 1934 Act, the Investment Company 1940 Act and the Regulations. (5) The financial statements included in the Registration Statement for the Account and for LNY present fairly the respective financial positions of 1940LNY and the Account supporting the Contracts described in the Registration Statement as of the dates indicated; and, for the Account, such financial statements have been prepared in conformity with generally accepted accounting principles in the United States applied on a consistent basis, and for LNY, such financial statements have been prepared in conformity with statutory accounting principles in the United States applied on a consistent basis. (6) Subsequent to the respective dates as amended of which information is given in the Registration Statement or the Prospects, there has not been any material adverse change in the condition, financial or otherwise, of LNY or the Account supporting the Contracts described in the Registration Statement that would cause such information to be materially misleading. (“1940 Act”)7) LNY has been duly organized and is validly existing as a corporation in good standing under the laws of New York, with all rules full power and regulations promulgated by all regulatory agencies, organizations and bodies with jurisdiction over its activities, and with all other applicable state statutes, laws, rules and regulations governing the sale of the Contracts and all applicable state insurance laws, rules and regulations. Furthermore, JNLD represents and warrants that it has adopted internal controls which are reasonably designed authority to ensure compliance with Rule 22c 1, the forward pricing rule, under the 1940 Act. JNLD further represents and warrants that it has in place, and at all times during the term of this Addendum will maintain an adequate system to supervise the activities of its Producers and associated persons as required by FINRA Rules including but not limited to NASD Conduct Rules 3010 and 3012 and FINRA Rule 3130, as amended or interpreted from time to time, and any successor rules thereto, and that it is solely responsible for supervising the activities of its Producers and other associated persons in connection with the offer and sale of the Contracts or the conduct of business under this Addendum. JNLD represents and warrants that it will comply with all other applicable state and federal laws and the rules and regulations of governmental or regulatory agencies affecting or governing the sale of the Contracts including, but not limited to, those of the Department of Labor in connection with the sale of Contracts deemed subject to the Employee Retirement Income Security Act, as amended (“ERISA”) and with all applicable rules and administrative procedures of the Company. JNLD will comply with Company's requirements and procedures for transfers, including, but not limited to those that are designed to restrict actions and activities commonly referred to as market-timing and late trading as set forth in theown,

Representations and Warranties A. JNLD. JNLD The Administrator hereby represents and warrants as followsto USBFS, which representations and warranties shall be deemed to be continuing throughout the term of this Agreement, that: (1) JNLD It is duly organized and existing under the laws of the jurisdiction of its organization, with full power to carry on its business as now conducted, to enter into this Agreement and to perform its respective obligations hereunder; (2) This Agreement has been duly authorized, executed and delivered by the Administrator in accordance with all requisite action and constitutes a valid and legally binding obligation of the Administrator, enforceable in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting the rights and remedies of creditors and secured parties; (3) It is conducting its business in compliance in all material respects with all applicable laws and regulations, both state and federal except to the extent such failure to do so does not have a material adverse affect on its business, and has obtained all regulatory approvals necessary to carry on its business as now conducted; there is no statute, rule, regulation, order or judgment binding on it and no provision of its organzational documents or any contract binding it or affecting its property which would prohibit its execution or performance of this Agreement; and (4) To the best of its knowledge, all records of the Fund provided to USBFS by the Administrator are accurate and complete and USBFS is entitled to rely on all such records in the form provided. B. USBFS hereby represents and warrants that it is, and at all times when performing its functions and fulfilling its obligations under this Addendum will be, a registered broker-dealer under the 1934 Act, a member in good standing of the Financial Industry Regulatory Authority (“FINRA”), and a broker-dealer under state law to the extent necessary to perform the duties described in this Addendum. (2) JNLD represents Administrator, which representations and warrants that its producers (“Producers”) who will warranties shall be accepting applications for the Contracts are and will continue deemed to be duly registered with JNLD while providing services covered by this Addendum and that they will be representatives in good standing with registration and qualifications as required by FINRA to sell the Contracts. Producers shall also have and maintain any required variable contract sales authority for the offer and sale of Contracts. (3) JNLD shall remain in compliance with the Investment Advisers Act of 1940, as amended (the “Advisers Act”), the Securities Act of 1933, as amended (“1933 Act”), the 1934 Act, the Investment Company Act of 1940, as amended (“1940 Act”), with all rules and regulations promulgated by all regulatory agencies, organizations and bodies with jurisdiction over its activities, and with all other applicable state statutes, laws, rules and regulations governing the sale of the Contracts and all applicable state insurance laws, rules and regulations. Furthermore, JNLD represents and warrants that it has adopted internal controls which are reasonably designed to ensure compliance with Rule 22c 1, the forward pricing rule, under the 1940 Act. JNLD further represents and warrants that it has in place, and at all times during continuing throughout the term of this Addendum will maintain an adequate system to supervise Agreement, that: (1) It is duly organized and existing under the activities laws of the jurisdiction of its Producers organization, with full power to carry on its business as now conducted, to enter into this Agreement and associated persons as required to perform its obligations hereunder; (2) This Agreement has been duly authorized, executed and delivered by FINRA Rules including but not limited USBFS in accordance with all requisite action and constitutes a valid and legally binding obligation of USBFS, enforceable in accordance with its terms, subject to NASD Conduct Rules 3010 and 3012 and FINRA Rule 3130bankruptcy, as amended or interpreted from time to timeinsolvency, and any successor rules theretoreorganization, and that it is solely responsible for supervising the activities of its Producers moratorium and other associated persons in connection with laws of general application affecting the offer rights and sale remedies of the Contracts or the conduct of business under this Addendum. JNLD represents creditors and warrants that it will comply with all other applicable state and federal laws and the rules and regulations of governmental or regulatory agencies affecting or governing the sale of the Contracts including, but not limited to, those of the Department of Labor in connection with the sale of Contracts deemed subject to the Employee Retirement Income Security Act, as amended (“ERISA”) and with all applicable rules and administrative procedures of the Company. JNLD will comply with Company's requirements and procedures for transfers, including, but not limited to those that are designed to restrict actions and activities commonly referred to as market-timing and late trading as set forth in thesecured parties;