Common use of Representations and Warranties of the Fund Clause in Contracts

Representations and Warranties of the Fund. The Fund represents and warrants to RPS that: 1. It is a corporation duly organized and existing and in good standing under the laws of Maryland. 2. It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement. 3. All proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement. 4. It is an investment company registered under the Investment Company Act of 1940 (the “’40 Act”). 5. A registration statement under the Securities Act of 1933 (the “’33 Act”) is currently effective and will remain effective, and appropriate state securities law filing have been made and will continue to be made, with respect to all shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS Price Services that: 1. It is a corporation duly organized and existing and in good standing under the laws of Maryland.; 2. It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement.; 3. All proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement.; 4. It is an investment company registered under the Investment Company Act of 1940 (the “’40 Act”).; and 5. A registration statement under the Securities Act of 1933 (“the “’‘33 Act”) is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares Shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS Price Services that: 1. It is a corporation duly organized and existing and in good standing under the laws of Maryland.; 2. It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement.; 3. All proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement.; 4. It is an investment company registered under the Investment Company Act of 1940 (the “’40 Act”). ; and 5. A registration statement under the Securities Act of 1933 (“the “’‘33 Act”) is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares Shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Each Fund represents and warrants to RPS that: 1. It is a corporation duly organized and existing and in good standing under the laws of Maryland. 2. It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement. 3. All proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement. 4. It is an investment company registered under the Investment Company Act of 1940 (the “’40 Act”). 5. A registration statement under the Securities Act of 1933 (the “’33 Act”) is currently effective and will remain effective, and appropriate state securities law filing have been made and will continue to be made, with respect to all shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS the Bank that:; 1. 4.01 It is a corporation duly organized and existing and in good standing under the laws of Maryland. 2. 4.02 It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement. 3. 4.03 All corporate proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement. 4. 4.04 It is an open-end and diversified management investment company registered under the Investment Company Act of 1940 (the “’40 Act”)1940. 5. 4.05 A registration statement under the Securities Act of 1933 (the “’33 Act”) is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares Shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS the Transfer Agent that: 1. 4.1 It is a corporation duly organized and existing and in good standing under the laws of the State of Maryland. 2. 4.2 It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement. 3. 4.3 All proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement. 4. 4.4 It is an open-end, diversified management investment company registered under the Investment Company Act of 1940 (the “’40 Act”)1940, as amended. 5. 4.5 A registration statement under the Securities Act of 1933 (the “’33 Act”) 1933, as amended is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares Shares of the Fund a Portfolio being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS ALPS that: 1. (a) It is a corporation duly organized and existing and in good standing under the laws of Marylandthe state of Maryland and is registered with the SEC as an open-end diversified management investment company. 2. (b) It is empowered under applicable laws and by its Articles of Incorporation and By-Laws laws to enter into and perform this Agreement. 3. All proceedings required by said Articles (c) The Board of Incorporation and By-Laws have been taken to authorize Directors of the Fund has duly authorized it to enter into and perform this Agreement. 4. It is an investment company registered under the Investment Company Act of 1940 (the “’40 Act”). 5. d) A registration statement under the Securities Act of 1933 (1933, as amended, and the “’33 Act”) 1940 Act is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares of the Fund being offered for sale.

Representations and Warranties of the Fund. The Fund represents and warrants to RPS the Bank that: 14.01. It is a corporation duly organized and existing and in good standing under the laws of Marylandof. 24.02. It is empowered under applicable laws and by its Articles of Incorporation and By-Laws to enter into and perform this Agreement. 34.03. All corporate proceedings required by said Articles of Incorporation and By-Laws have been taken to authorize it to enter into and perform this Agreement. 44.04. It is an open-end and diversified management investment company registered under the Investment Company Act of 1940 (the “’40 Act”)1940. 54.05. A registration statement under the Securities Act of 1933 (the “’33 Act”) is currently effective and will remain effective, and appropriate state securities law filing filings have been made and will continue to be made, with respect to all shares Shares of the Fund being offered for sale.