Representations by Corporation. In connection with the creation and redemption of the Creation Units of each Fund, the Corporation represents and warrants that: the Prospectus is effective, no stop order of the SEC with respect thereto has been issued, no proceedings for such purpose have been instituted or, to its knowledge, are being contemplated; (ii) the Prospectus conforms in all material respects to the requirements of all applicable laws, and the rules and regulations of the SEC thereunder and does not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; (iii) the Shares, when issued and delivered against payment of consideration thereof will be duly and validly authorized, issued, fully paid and non-assessable and free of statutory and contractual preemptive rights, rights of first refusal and similar rights; (iv) no consent, approval, authorization, order, registration or qualification of or with any court or governmental agency or body is required for the issuance and sale of the Shares, except the registration of the Shares under the 1933 Act; and (v) Shares will be approved for listing on a listing exchange at all times this Agreement remains in effect.
Representations by Corporation. The Corporation represents and warrants that:
Representations by Corporation. The Corporation makes the following representations:
Representations by Corporation. The Corporation represents and warrants that it has the corporate authority, whether pursuant to its Articles of Incorporation or Bylaws, or by action of its Board of Directors, Compensation Committee or Committee that administers its equity plans, to enter into this Agreement and to fulfill its obligations hereunder to Employee. The Corporation further represents and warrants that the officer signing this Agreement on behalf of the Corporation has the corporate authority to do so.
Representations by Corporation. The Corporation represents that the terms hereof do not violate any obligation by which the Corporation is bound, whether arising by contract, operation of law or otherwise, and that, if required (i) this contract has been duly authorized by appropriate action and is binding upon the Corporation in accordance with its terms, and (ii) the Corporation will deliver to the Adviser such evidence of such authority as it may reasonably require, whether by way of a certified resolution, trust agreement, or otherwise.
