Common use of TRUST COMPLIANCE Clause in Contracts

TRUST COMPLIANCE. 3.1 The Trust and the Adviser acknowledge that any failure (whether intentional or in good faith or otherwise) to comply with the requirements of Subchapter M of the Code or the diversification requirements of Section 817(h) of the Code may result in the Contracts not being treated as variable contracts for federal income tax purposes, which would have adverse tax consequences for Contract owners and could also adversely affect the Company’s corporate tax liability. The Trust and the Adviser further acknowledge that any such failure may result in costs and expenses being incurred by the Company in obtaining whatever regulatory authorizations are required to substitute shares of another investment company for those of the failed Trust, as well as fees and expenses of legal counsel and other advisors to the Company and any federal income taxes, interest or tax penalties incurred by the Company in connection with any such failure. 3.2 The Trust represents and warrants that it is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that it will maintain such qualification (under Subchapter M or any successor or similar provision) and that it will notify the Company immediately upon having a reasonable basis for believing that it has ceased to so qualify or that it might not so qualify in the future. 3.3 The Trust will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with Section 817(h) of the Code and Treasury Regulation 1.817-5, as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts, and with Section 817(d) of the Code, relating to the definition of a variable contract, and any amendments or other modifications to such Section or Regulation. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder has ceased to comply with the diversification requirements or that the Trust or Portfolio might not comply with the diversification requirements in the future. In the event of a breach of this representation by the Trust, the Trust will take all reasonable steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 3.4 The Adviser agrees to provide the Company with a certificate or statement indicating compliance by each Portfolio of the Trust with Section 817(h) of the Code, such certificate or statement to be sent to the Company no later than thirty (30) days following the end of each calendar quarter.

TRUST COMPLIANCE. 3.1 The Trust and the Adviser acknowledge that any failure (whether intentional or in good faith or otherwisea) to comply with the requirements of Subchapter M of the Code or the diversification requirements of Section 817(h) of the Code may result in the Contracts not being treated as variable contracts for federal income tax purposes, which would have adverse tax consequences for Contract owners and could also adversely affect the Company’s corporate tax liability. The Trust and the Adviser further acknowledge that any such failure may result in costs and expenses being incurred by the Company in obtaining whatever regulatory authorizations are required to substitute shares of another investment company for those of the failed Trust, as well as fees and expenses of legal counsel and other advisors to the Company and any federal income taxes, interest or tax penalties incurred by the Company in connection with any such failure. 3.2 The Trust represents and warrants that it each Portfolio is currently currently, or, if newly organized will be, qualified as a Regulated Investment Company regulated investment company under Subchapter M of the Code, and that it each Portfolio will maintain such qualification (under Subchapter M or any successor or similar provision) and that no other Participating Insurance Companies will purchase shares in any Portfolio for any purpose or under any circumstances that would preclude the Company from “looking through” to the investments of each Portfolio in which it invests, pursuant to the “look through” rules found in Treasury Regulation Section 1.817-5. The Trust or its designee will notify the Company immediately upon having a reasonable basis for believing that it any Portfolio has ceased to so qualify qualify, or that it any might not so qualify in the future, within the grace periods afforded by the Code or regulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting the Code or the regulations). 3.3 (b) The Trust represents and warrants that for each quarter each Portfolio does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and Treasury Regulation 1.817-5, any regulations thereunder applicable to variable contracts as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts, and with defined in Section 817(d) of the Code, relating to the definition of a variable contract, Code and any amendments or other modifications or successor provisions to such Section Sections or Regulationregulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Portfolio. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder has ceased to comply with the diversification requirements or that the Trust or Portfolio might not comply with the diversification requirements in the future. In the event of a breach of this representation by the Trust, and warranty the Trust will take all reasonable steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation Section 1.817-5. 3.4 The Adviser agrees to provide the Company with a certificate or statement indicating compliance by each Portfolio of the Trust with Section 817(h) of the Code, such certificate or statement to be sent to the Company no later than thirty (30) days following the end of each calendar quarter.

TRUST COMPLIANCE. 3.1 The Trust and the Adviser Distributor acknowledge that any failure (whether intentional or in good faith or otherwise) to comply with the requirements of Subchapter M of the Code or the diversification requirements of Section 817(h) of the Code may result in the Contracts not being treated as variable contracts for federal income tax purposes, which would have adverse tax consequences for Contract owners and could also adversely affect the Company’s corporate tax liabilityowners. The Trust and the Adviser Distributor further acknowledge that any such failure may result in costs and expenses being incurred by the Company in obtaining whatever regulatory authorizations are required to substitute shares of another investment company for those of the failed Trust, Trust as well as fees and expenses of legal counsel and other advisors advisers to the Company and any federal income taxes, interest or tax penalties incurred by the Company in connection with any such failure. 3.2 The Trust represents and warrants Distributor represent and warrant that it each Designated Fund is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that it they will maintain such qualification (under Subchapter M or any successor or similar provision) and that it ). The Trust or Distributor will notify the Company immediately upon having a reasonable basis for believing that it any Designated Fund has ceased to so qualify or that it any might not so qualify in the future. 3.3 The Trust and Distributor represent and warrant that for each quarter each Designated Fund of the Trust does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and Treasury Regulation 1.817-5, any regulations thereunder applicable to variable contracts as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts, and with defined in Section 817(d) of the Code, relating to the definition of a variable contract, Code and any amendments or other modifications or successor provisions to such Section Sections or Regulationregulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Fund. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder Fund has ceased to comply with the diversification requirements or that the Trust or Portfolio Fund might not comply with the diversification requirements in the future. In the event of a breach of this representation by the Trust, and warranty the Trust will take all reasonable necessary steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 3.4 The Adviser agrees to provide the Company with a certificate or statement indicating compliance by each Portfolio of Trust and Distributor represent and warrant that the Trust is in and shall maintain compliance with Rule 38a-1 under the 1000 Xxx. 3.5 The parties acknowledge that the Trust has retained Symetra Investment Management, Inc. (“SIMI”) under an investment management agreement providing that SIMI shall make every effort to ensure that each Fund complies with Section 817(h) of the Code, such certificate or statement to be sent to the Company no later than thirty (30) days following the end of each calendar quarter.Subchapter M.

TRUST COMPLIANCE. 3.1 The Trust and the Adviser Distributor acknowledge that any failure (whether intentional or in good faith or otherwise) to comply with the requirements of Subchapter M of the Code or the diversification requirements of Section 817(h) of the Code may result in the Contracts not being treated as variable contracts for federal income tax purposes, which would have adverse tax consequences for Contract owners and could also adversely affect the Company’s corporate tax liabilityowners. The Trust and the Adviser Distributor further acknowledge that any such failure may result in costs and expenses being incurred by the Company in obtaining whatever regulatory authorizations are required to substitute shares of another investment company for those of the failed Trust, Trust as well as fees and expenses of legal counsel and other advisors advisers to the Company and any federal income taxes, interest or tax penalties incurred by the Company in connection with any such failure. 3.2 The Trust represents and warrants Distributor represent and warrant that it each Designated Fund is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that it they will maintain such qualification (under Subchapter M or any successor or similar provision) and that it ). The Trust or Distributor will notify the Company immediately upon having a reasonable basis for believing that it any Designated Fund has ceased to so qualify or that it any might not so qualify in the future. 3.3 The Trust and Distributor represent and warrant that for each quarter each Designated Fund of the Trust does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and Treasury Regulation 1.817-5, any regulations thereunder applicable to variable contracts as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts, and with defined in Section 817(d) of the Code, relating to the definition of a variable contract, Code and any amendments or other modifications or successor provisions to such Section Sections or Regulationregulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Fund. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder Fund has ceased to comply with the diversification requirements or that the Trust or Portfolio Fund might not comply with the diversification requirements in the future. In the event of a breach of this representation by the Trust, and warranty the Trust will take all reasonable necessary steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 3.4 The Adviser agrees to provide the Company with a certificate or statement indicating compliance by each Portfolio of Trust and Distributor represent and warrant that the Trust is in and shall maintain compliance with Rule 38a-1 under the 1940 Act. 3.5 Txx xxxxxes acknowledge that the Trust has retained Symetra Investment Management, Inc. ("SIMI") under an investment management agreement providing that SIMI shall make every effort to ensure that each Fund complies with Section 817(h) of the Code, such certificate or statement to be sent to the Company no later than thirty (30) days following the end of each calendar quarter.Subchapter M.

TRUST COMPLIANCE. 3.1 The Trust and the Adviser Distributor acknowledge that any failure (whether intentional or in good faith or otherwise) to comply with the requirements of Subchapter M of the Code or the diversification requirements of Section 817(h) of the Code may result in the Contracts not being treated as variable contracts for federal income tax purposes, which would have adverse tax consequences for Contract owners and could also adversely affect the Company’s corporate tax liabilityowners. The Trust and the Adviser Distributor further acknowledge that any such failure may result in costs and expenses being incurred by the Company in obtaining whatever regulatory authorizations are required to substitute shares of another investment company for those of the failed Trust, Trust as well as fees and expenses of legal counsel and other advisors advisers to the Company and any federal income taxes, interest or tax penalties incurred by the Company in connection with any such failure. 3.2 The Trust represents and warrants Distributor represent and warrant that it each Designated Fund is currently qualified as a Regulated Investment Company under Subchapter M of the Code, and that it they will maintain such qualification (under Subchapter M or any successor or similar provision) and that it ). The Trust or Distributor will notify the Company immediately upon having a reasonable basis for believing that it any Designated Fund has ceased to so qualify or that it any might not so qualify in the future. 3.3 The Trust and Distributor represent and warrant that for each quarter each Designated Fund of the Trust does and will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable contracts under the Code and the regulations issued thereunder; including, but not limited to, that the Trust will at all times comply with the diversification requirements of Section 817(h) of the Code and Treasury Regulation 1.817-5, any regulations thereunder applicable to variable contracts as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts, and with defined in Section 817(d) of the Code, relating to the definition of a variable contract, Code and any amendments or other modifications or successor provisions to such Section Sections or Regulationregulations (and any revenue rulings, revenue procedures, notices, and other published announcements of the Internal Revenue Service interpreting those Sections or regulations), as if those requirements applied directly to each such Fund. The Trust will notify the Company immediately upon having a reasonable basis for believing that the Trust or a Portfolio thereunder Fund has ceased to comply with the diversification requirements or that the Trust or Portfolio Fund might not comply with the diversification requirements in the future. In the event of a breach of this representation by the Trust, and warranty the Trust will take all reasonable necessary steps to adequately diversify the Trust so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 3.4 The Adviser agrees to provide the Company with a certificate or statement indicating compliance by each Portfolio of Trust and Distributor represent and warrant that the Trust is in and shall maintain compliance with Rule 38a-1 under the 0000 Xxx. 3.5 The parties acknowledge that the Trust has retained Symetra Investment Management, Inc. (“SIMI”) under an investment management agreement providing that SIMI shall make every effort to ensure that each Fund complies with Section 817(h) of the Code, such certificate or statement to be sent to the Company no later than thirty (30) days following the end of each calendar quarter.Subchapter M.