REPRESENTATIONS BY THE COMPANY. 3.1 The Company represents and warrants to the Subscriber that:
REPRESENTATIONS BY THE COMPANY. The Company makes the following representations as the basis for the undertakings on its part herein contained:
REPRESENTATIONS BY THE COMPANY. The Company represents and warrants to the Subscriber, except as set forth in the disclosure schedules attached hereto:
REPRESENTATIONS BY THE COMPANY. The Company represents and warrants to the Subscriber that prior to the consummation of this offering and at the Closing Date:
REPRESENTATIONS BY THE COMPANY. The Company represents and warrants to the Buyer as follows:
REPRESENTATIONS BY THE COMPANY. The Company represents and warrants as follows:
REPRESENTATIONS BY THE COMPANY. 7.1 The Company represents and warrants to the Subscriber that:
REPRESENTATIONS BY THE COMPANY. Except as set forth in the Registration Statement or any other items provided to Subscriber, the Company represents and warrants to the Subscriber that:
REPRESENTATIONS BY THE COMPANY. If the Funds are not a party to this Agreement, then the Company makes the following representations on behalf of the Funds. Each Fund represents that it is duly organized and validly existing under applicable state law. Each Fund represents that its shares are duly authorized for issuance in accordance with applicable law, that the Fund is registered as an open-end management investment company under the 1940 Act, and the Fund will maintain its registration as an investment company under the 1940 Act. Each Fund shall take all such actions as are necessary to permit the sale of its shares to the Variable Accounts, including registering its shares sold to the Variable Accounts under the 1933 Act. Each Fund will amend the registration statement for its shares under the 1933 Act and the 1940 Act from time to time as required in order to effect the continuous offering of its shares. Each Fund will register and qualify its shares for sale in all states and will promptly notify Jefferson if any shares are not qualified in a particular state. Each Fund represents that it is currently qualified as a regulated investment company under Subchapter M of the Code, and that it shall make every effort to maintain such qualification. Each Fund shall promptly notify Jefferson upon having a reasonable basis for believing that it has ceased to so qualify, or that it may not qualify as such in the future. The Funds have policies and procedures in effect designed to deter frequent purchases and redemptions. These polices are disclosed in the Funds’ prospectuses and such policies, as disclosed, will be uniformly and consistently applied to all shareholders, unless otherwise disclosed in the Fund’s prospectus. The Funds represent that any insurance Funds utilized in the Variable Products currently comply with the diversification requirements pursuant to Section 817(h) of the Code and Section 1.817-5(b) of the Federal Tax Regulations, if required, and that such Funds will make every effort to maintain the Funds’ compliance with such diversification requirements, unless the Funds are otherwise exempt from Section 817(h) and/or except as otherwise disclosed in each Fund’s prospectus. The Funds will notify Jefferson promptly upon having a reasonable basis for believing any Fund has ceased to comply. The Funds shall make every effort to remedy any failure to comply with Section 817(h) within the time frame set forth by Section 817(h). The Company, as the manager of the Funds represen...
REPRESENTATIONS BY THE COMPANY. The Company makes the following representations as of the date of delivery of this Agreement:
