Representations by Client. The Client hereby represents and warrants in favor of ING-IM as follows: (a) The Client has the power and authority (i) to enter into and execute this Agreement and (ii) to do all acts and things as are required or contemplated hereunder to be done, observed and performed by it; (b) This Agreement has been duly authorized, validly executed and delivered by one or more authorized signatories of the Client, and this Agreement constitutes a legal, valid and binding obligation of the Client, enforceable against the Client in accordance with its terms; and (c) The execution and delivery of this Agreement and the Client's performance hereunder do not and will not be in contravention of or in conflict with the Client's charter documents or the provisions of any statute, judgment, order, indenture, instrument, agreement or undertaking to which the Client is a party or by which the Client's assets or properties are or may become bound. The Client has obtained all necessary consents and approvals of all regulatory and governmental authorities and agencies have jurisdiction over the Client for the Client to execute and deliver this Agreement and to perform hereunder.
Appears in 18 contracts
Samples: Asset Management Agreement (Separate Account B of Golden American Life Insurance Co), Asset Management Agreement (Separate Account B of Golden American Life Insurance Co), Asset Management Agreement (Separate Account B of Golden American Life Insurance Co)