Representations of Distributor. Distributor represents and warrants:
(i) that the Funds (1) are duly organized under the laws of the various states, (2) are in good standing in such jurisdictions. (3) are in material compliance with all applicable federal, state and securities laws, and (4) are duly licensed and authorized to conduct business in every jurisdiction where such license or authorization is required;
(ii) that the shares of the Funds are registered under the 1933 Act, duly authorized for issuance and sold in compliance with the laws of the States and all applicable federal, state, and securities laws; that the Funds amend their registration statements under the 1933 Act and the 1940 Act from time to time as required or in order to effect the continuous offering of its shares; and that the Funds have registered and qualified its shares for sale in accordance with the laws of each jurisdiction where it is required to do so;
(iii) that the Funds are currently qualified as regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and will make every effort to maintain such qualification, and that Distributor will notify AISI and ALIAC immediately upon having a reasonable basis for believing that any or the Funds have ceased to so qualify or that any might not qualify in the future;
(iv) that Distributor (1) is a member in good standing of the NASD, (2) is registered as a broker-dealer with the SEC, and (3) will continue to remain in good standing and be so registered during the term of this Agreement; and
(v) that Distributor (1) is a limited liability company duly organized under the laws of the State of New York (2) is in good standing in that jurisdiction, (3) is in material compliance with all applicable federal, state, and securities laws, (4) is duly registered and authorized in every jurisdiction where such license or registration is required, and will maintain such registration or authorization in effect at all times during the term of this Agreement, and (5) has full authority to enter into this Agreement and carry out its obligations pursuant to the terms of this Agreement
Representations of Distributor. The Distributor represents and warrants that the merger of ING Funds Distributor, Inc. with and into the Distributor will not result in any change in the management, operations, services, personnel or other resources of ING Funds Distributor, Inc. available to the Distributor to meet its obligations to the Fund under the Agreement.
Representations of Distributor. The Distributor represents and warrants that it is, and during the term of this Agreement shall remain, registered as a broker-dealer under the 1934 Act, admitted as a member with FINRA, and duly registered under applicable state securities laws, and that the Distributor is and shall remain during the term of this Agreement in compliance with Section 9(a) of the 1940 Act.
Representations of Distributor. Distributor represents and warrants:
(i) that the Funds (1) are duly organized under the laws of the various states, (2) are in good standing in such jurisdictions.
Representations of Distributor. Distributor represents and warrants: (i) that Distributor (1) is a member in good standing of the FINRA,
(2) is registered as a broker-dealer with the SEC, and
(3) will continue to remain in good standing and be so registered during the term of this Agreement; and
(ii) that Distributor (1) is a corporation duly organized under the laws of the Commonwealth of Massachusetts (2) is in good standing in that jurisdiction, (3) is in material compliance with all applicable federal, state, and securities laws, (4) is duly registered and authorized in every jurisdiction where such license or registration is required, and will maintain such registration or authorization in effect at all times during the term of this Agreement, and
Representations of Distributor. Distributor represents and warrants that, in performing work for RiT under this Agreement, it will not be using any trade secrets or confidential information of any company which may be considered to constitute a competitor of RiT and (a) with which Distributor may have been previously associated as a distributor for the products of such company, or (b) with which Distributor may now be associated as a distributor for the products of such company, or (c) with which Distributor may hereafter be associated as a distributor for the products of such company during the term of this Distributor Agreement. Distributor further represents and warrants that it does not have in its possession or control any documents or physical exhibits which disclose trade secrets or confidential information of any company which may be considered to constitute a competitor of RiT.
Representations of Distributor. Distributor represents and warrants to the Company that:
Representations of Distributor. Distributor represents and warrants to the Trust that:
(a) It is a corporation duly organized and existing in good standing under the laws of Ohio; and
(b) It is duly registered as a broker-dealer under the Securities Exchange Act of 1934 (the "1934 Act"), is a member in good standing of FINRA, and will maintain its membership and registration during the term of this Agreement; and
(c) It will comply with all applicable requirements of the Securities Act of 1933 ("Securities Act"), the 1934 Act, the 1940 Act, the regulations of FINRA and all other applicable federal and state regulations, and
(d) It is duly qualified to perform the duties under this Agreement and has access to facilities, personnel and equipment necessary to perform those tasks; and
(e) It is empowered under applicable laws and by its organizational documents to enter into and perform this Agreement.
Representations of Distributor. Distributor represents and warrants:
(i) that the Funds (1) are in material compliance with all applicable federal, state and securities laws, and (2) are duly licensed and authorized to conduct business in every jurisdiction where such license or authorization is required;
(ii) that the shares of the Funds are registered under the 1933 Act, duly authorized for issuance and sold in compliance with the laws of the States and all applicable federal, state, and securities laws; that the Funds amend their registration statements under the 1933 Act and the 1940 Act from time to time as required or in order to effect the continuous offering of its shares; and that the Funds have registered and qualified its shares for sale in accordance with the laws of each jurisdiction where it is required to do so;
(iii) that the Funds are currently qualified as regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and will make every effort to maintain such qualification, and that Distributor will notify AIS and ALIAC immediately upon having a reasonable basis for believing that any of the Funds have ceased to so qualify or that any might not qualify in the future;
(iv) that Distributor (1) is a member in good standing of the NASD, (2) is registered as a broker-dealer with the SEC, and (3) will continue to remain in good standing and be so registered during the term of this Agreement; and
(v) that Distributor (1) is a corporation duly organized under the laws of the State of Maryland, (2) is in good standing in that jurisdiction, (3) is in material compliance with all applicable federal, state, and securities laws, (4) is duly registered and authorized in every jurisdiction where such license or registration is required, and will maintain such registration or authorization in effect at all times during the term of this Agreement, and (5) has full authority to enter into this Agreement and carry out its obligations pursuant to the terms of this Agreement
Representations of Distributor. Distributor represents and warrants:
(i) that the Funds (1) are duly organized under the laws of the various states, (2) are in good standing in such jurisdictions, (3) are in material compliance with all applicable federal, state and securities laws, and (4) are duly licensed and authorized to conduct business in every jurisdiction where such license or authorization is required;
(ii) that the shares of the Funds are registered under the 1933 Act, duly authorized for issuance and sold in compliance with the laws of the States and all applicable federal, state, and securities laws; that the Funds amend their registration statements under the 1933 Act and the 1940 Act from time to time as required or in order to effect the continuous offering of its shares; and that the Funds have registered and qualified its shares for sale in accordance with the laws of each jurisdiction where it is required to do so;
(iii) that the Funds are currently qualified as regulated investment companies under
(iv) that Distributor (1) is a member in good standing of the FINRA, (2) is registered as a broker-dealer with the SEC, and (3) will continue to remain in good standing and be so registered during the term of this Agreement; and
(v) that Distributor (1) is a corporation duly organized under the laws of the State of Delaware, (2) is in good standing in that jurisdiction, (3) is in material compliance with all applicable federal, state, and securities laws, (4) is duly registered and authorized in every jurisdiction where such license or registration is required, and will maintain such registration or authorization in effect at all times during the term of this Agreement, and (5) has full authority to enter into this Agreement and carry out its obligations pursuant to the terms of this Agreement.
