Common use of REPRESENTATIONS AND WARRANTIES BY THE UNDERWRITER Clause in Contracts

REPRESENTATIONS AND WARRANTIES BY THE UNDERWRITER. The Underwriter represents and warrants that: 2.3.1 It is registered as a broker dealer with the SEC under the 1934 Act, and is a member in good standing of the NASD. 2.3.2 Each investment adviser listed on Schedule C (each, an "Adviser") is duly registered as an investment adviser under the Investment Advisers Act of 1940, as amended, and any applicable state securities law. 2.3.3 It is duly organized and in good standing under the laws of the State of California. 2.3.4 It will sell and distribute the Trust's shares in accordance with all applicable federal securities laws.