Common use of REPRESENTATIONS AND WARRANTIES OF THE SUB Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF THE SUB. ADMINISTRATOR The Sub-Administrator represents and warrants to the Advisor that: a. It is a Massachusetts trust company, duly organized and existing under the laws of The Commonwealth of Massachusetts; b. It has the requisite power and authority to carry on its business in The Commonwealth of Massachusetts; c. All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement; d. No legal or administrative proceedings have been instituted or threatened which would materially impair the Sub-Administrator’s ability to perform its duties and obligations under this Agreement; e. It is in compliance with all laws applicable to it in the performance of services under this Agreement; f. It has and will continue to maintain access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement; and g. Its entrance into this Agreement shall not cause a material breach or be in material conflict with any other agreement or obligation of the Sub-Administrator or any law or regulation applicable to it.