Common use of REPRESENTATIONS OF THE TRUST Clause in Contracts

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delawareits organization; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered or to-be registered under the 1940 Investment Company Act and will operate in conformance with the 1940 Investment Company Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Fund(s) being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 1933, as amended, is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an opena closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will continue to remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each the Trust’s Organizational Documents and each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delawareits organization; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered or to-be registered under the 1940 Investment Company Act and will operate in conformance with the 1940 Investment Company Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Fund(s) being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each The Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delawareits organization; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered or to-be registered under the 1940 Investment Company Act and will operate in conformance with the 1940 Investment Company Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Fund(s) being offered for sale; and (vi) Each Fund’s 's Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an opena closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of DelawareMassachusetts; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company to-be registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and or will remain be effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of DelawareOhio; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and or will remain be effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State Commonwealth of DelawareMassachusetts; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Funds being offered for sale; and (vi) Each Fundthe Trust’s Organizational Documents, Registration Statement and Prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company to-be registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and or will remain be effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware;the (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end will maintain registration as a closed‐end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company to-be registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and or will remain be effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fundthe Trust’s Organizational Documents, Documents and Registration Statement and each Fund’s Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an opena closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Trust being offered for sale; and (vi) Each Fund’s The Trust's Organizational Documents, Registration Statement and Prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will continue to remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each the Trust’s Organizational Documents and each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware;the (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an openwill maintain registration as a closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement;; Table of Contents (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an openwill maintain registration as a closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each The Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of DelawareOhio; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 1933, as amended, is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an openwill maintain registration as a closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an openwill maintain registration as a closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an openwill maintain registration as a closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently 1933, as amended, will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an opena closed-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Trust being offered for sale; and (vi) Each FundThe Trust’s Organizational Documents, Registration Statement and Prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State Commonwealth of DelawareMassachusetts; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Funds being offered for sale; and (vi) Each Fundthe Trust’s Organizational Documents, Registration Statement and Prospectus are true and accurate in all material respects and will remain true and accurate in all material respects at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS UFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company to-be registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and or will remain be effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State of Delaware; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is will maintain registration as an open-end management investment company registered under the 1940 Act and will operate in conformance with the 1940 Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 1933, as amended, is currently or will be effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund being offered for sale; and (vi) Each each Fund’s Organizational Documents, Registration Statement and Prospectus are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.

REPRESENTATIONS OF THE TRUST. The Fund Trust represents and warrants to GFS that: (i) it is a Trust duly organized and existing and in good standing under the laws of the State state of Delawareits organization; (ii) it is empowered under applicable laws and by its Organizational Documents to enter into and perform this Agreement; (iii) all proceedings required by said Organizational Documents have been taken to authorize it to enter into and perform this Agreement; (iv) it is an open-end management investment company registered under the 1940 Investment Company Act and will operate in conformance with the 1940 Investment Company Act and all rules and regulations promulgated thereunder during the term of this Agreement; (v) a registration statement under the Securities Act of 1933 is currently effective and will remain effective, and appropriate state securities law filings as required, have been or will be made and will continue to be made, with respect to all Shares of the Fund Fund(s) being offered for sale; and (vi) Each Fundthe Trust’s Organizational Documents, Registration Statement and Prospectus Prospectuses are true and accurate and will remain true and accurate at all times during the term of this Agreement in conformance with applicable federal and state securities laws.