Documents to be Filed with Appointment. In connection with the appointment of Service Company as Transfer Agent and Dividend Disbursing Agent for Fund, there will be filed with Service Company the following documents:
A. A certified copy of the resolutions of the Board of Trustees of Fund appointing Service Company as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and designating certain persons to give written instructions and requests on behalf of Fund.
B. A certified copy of the Agreement and Declaration of Trust of Fund and any amendments thereto.
C. A certified copy of the Bylaws of Fund.
D. Copies of Registration Statements filed with the Securities and Exchange Commission.
E. Specimens of all forms of outstanding share certificates as approved by the Board of Trustees of Fund, with a certificate of the Secretary of Fund as to such approval.
F. Specimens of the signatures of the officers of Fund authorized to sign share certificates and individuals authorized to sign written instructions and requests on behalf of Fund.
G. An opinion of counsel for Fund:
(1) With respect to Fund's organization and existence under the laws of The Commonwealth of Massachusetts.
(2) With respect to the status of all shares of Fund covered by this appointment under the Securities Act of 1933, and any other applicable federal or state statute.
(3) To the effect that all issued shares are, and all unissued shares will be when issued, validly issued, fully paid and non-assessable.
Documents to be Filed with Appointment. In connection with the appointment of DST as Transfer Agent and Dividend Disbursing Agent for Fund, there will be filed with DST the following documents:
A. A certified copy of the resolutions of the Board of Directors or Trustees of Fund appointing DST as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and designating certain persons to sign stock certificates, if any, and give written instructions and requests on behalf of Fund;
B. A certified copy of the Articles of Incorporation or Declaration of Trust of Fund and all amendments thereto;
C. A certified copy of the Bylaws of Fund;
D. Copies of Registration Statements and amendments thereto, filed with the Securities and Exchange Commission;
E. Specimens of all forms of outstanding stock certificates, in the forms approved by the Board of Directors or Trustees of Fund, with a certificate of the Secretary of Fund, as to such approval;
F. Specimens of the signatures of the officers of Fund authorized to sign stock certificates and individuals authorized to sign written instructions and requests;
G. An opinion of counsel for Fund with respect to:
(1) Fund's organization and existence under the laws of its state of organization,
(2) The status of all shares of stock of Fund covered by the appointment under the Securities Act of 1933, as amended, and any other applicable federal or state statute, and
(3) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable.
Documents to be Filed with Appointment. In connection with the appointment of DST as Transfer Agent and Dividend Disbursing Agent for the Funds, the Funds shall provide DST with the following documents:
A. A certified copy of the resolutions of the Board of Directors/Trustees, as appropriate, of the Funds appointing DST as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and designating certain persons to sign stock certificates, if any, and give written instructions and requests on behalf of the Funds;
B. DST acknowledges that in connection with the Prior Agreement, each Fund has previously filed with DST on or prior to the Effective Date the following documentation and each Fund hereby represents and warrants that each and all such documentation previously filed and any additional documentation provided by the Funds to DST contemporaneously with the execution of this Agreement remains true, accurate, complete and in full force and effect:
(1) A certified copy of the Articles of Incorporation or Agreement and Declaration of Trust, as the case may be, of the Fund and all amendments thereto (the “Charter Documents”);
(2) A certified copy of the Bylaws of the Fund;
(3) Copies of registration statements on Form N-1A and amendments thereto (“Registration Statements”), filed with the U.S. Securities and Exchange Commission (the “SEC”);
(4) Specimens of all forms of outstanding stock certificates, if any, in the forms approved by the Board of Directors or Board of Trustees, as the case may be (each, a “Board of Directors”), of the Fund, with a certificate of the Secretary or Assistant Secretary, evidencing such approval;
(5) Specimens of the signatures of the officers of the Fund and individuals authorized to sign written instructions and requests; and
(6) An opinion of counsel for the Fund with respect to:
(i) The Fund’s organization and existence under the laws of its state of organization;
(ii) The status under the Securities Act of 1933, as amended, (the “1933 Act”) and any other applicable federal or state statute of all shares of the Funds covered by the appointment of DST; and
(iii) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable.
C. The Funds will promptly file with DST copies of all material amendments to the Charter Documents and Bylaws made after the date of this Agreement.
D. The required copies of the Charter Documents of the Funds and copies of all amendments thereto will be certifie...
Documents to be Filed with Appointment. In connection with the appointment of DST as Transfer Agent and Dividend Disbursing Agent for each Fund, there will be filed with DST the following documents:
A. A certified copy of the resolutions of the Board of Directors of the Corporation appointing DST as Transfer Agent and Dividend Disbursing Agent for each Fund, approving the form of this Agreement, and designating certain persons to give written instructions and requests on behalf of the Corporation and each Fund;
B. A certified copy of the organizing documents of the Corporation and each Fund and all amendments thereto;
C. A certified copy of the Bylaws of the Corporation (the Corporation hereby representing and warranting that those of each Fund are identical to those of the Corporation);
D. Copies of Registration Statements and amendments thereto, filed with the Securities and Exchange Commission;
E. Specimens of the signatures of the officers of each Fund authorized to sign stock certificates and individuals authorized to sign written instructions and requests;
F. An opinion of counsel for each Fund with respect to:
(1) The Fund's organization and existence under the laws of its state of organization,
(2) The status of all shares of stock of the Fund covered by the appointment under the Securities Act of 1933, as amended (the "33 Act"), and any other applicable federal or state statute, and
(3) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and non-assessable.
Documents to be Filed with Appointment. In connection with the appointment of BOSTON FINANCIAL as Transfer Agent and Dividend Disbursing Agent for the Trust, there have been or will be filed, upon request, with BOSTON FINANCIAL the following documents:
A. Copies of Registration Statements and amendments thereto, filed with the Securities and Exchange Commission;
B. Specimens of the signatures of the officers of the Trust and individuals authorized to sign written instructions and requests;
Documents to be Filed with Appointment. In connection with the appointment of DST as Agent for the Trust, there will be filed with DST the following documents:
A. A certified copy of the resolutions of the Board of Directors/Trustees, as appropriate, of the Trust appointing DST as Agent, approving the form of this Agreement, and designating certain persons to sign or give written or oral instructions and requests on behalf of the Trust;
B. A certified copy of the Articles of Incorporation/Declaration of Trust, as appropriate, of the Trust and all amendments thereto;
C. A certified copy of the Bylaws/Articles, as appropriate, of the Trust and all amendments thereto;
D. Copies of Registration Statements and amendments thereto, filed with the Securities and Exchange Commission;
E. A certificate of the Trust as to the Shares authorized, issued and outstanding, as well as a description of all reserves of unissued Shares relating to the exercise of options, if any;
F. Specimens of the signatures of the officers of the Trust authorized to sign on behalf of the Trust generally and individuals authorized to sign written instructions and requests;
G. An opinion of counsel for the Trust with respect to:
i. The Trust’s organization and existence and status in good standing under the laws of its state of organization;
ii. The Trust is duly qualified to carry on its business in the State of its organization;
iii. The status of all shares of stock of the Trust covered by the appointment under the Securities Act of 1933, as amended, and any other applicable federal or state statute;
iv. That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable.
H. Statements as to (i) the existence or termination of any restrictions on the transfer of shares and in the application to or removal of any legend restricting the transfer of such shares, (ii) any authorized but unissued shares reserved for specific purposes, (iii) if any reserved shares are subject to option and, if so, the details of such reservation, and (iv) special instructions regarding dividends and information of any foreign securityholders.
Documents to be Filed with Appointment. In connection with the appointment of Service Company as Transfer Agent and Dividend Disbursing Agent for Fund, there will be filed with Service Company the following documents:
A. A certified copy of the resolutions of the Board of Directors of Fund (the “Board”) appointing Service Company as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and designating certain persons to give written instructions and requests on behalf of Fund.
B. A certified copy of the Articles of Amendment and Restatement of Fund and any amendments thereto.
C. A certified copy of the Bylaws of Fund.
D. Copies of Registration Statements filed with the Securities and Exchange Commission.
E. Specimens of all forms of outstanding share certificates as approved by the Board of Fund, with a certificate of the Secretary of Fund as to such approval.
F. Specimens of the signatures of the officers of Fund authorized to sign share certificates and individuals authorized to sign written instructions and requests on behalf of Fund.
G. An opinion of counsel for Fund:
(1) With respect to Fund’s organization and existence under the laws of the State of Maryland.
(2) With respect to the status of all shares of Fund covered by this appointment under the Securities Act of 1933, and any other applicable federal or state statute.
(3) To the effect that all issued shares are, and all unissued shares will be when issued, validly issued, fully paid and non-assessable.
Documents to be Filed with Appointment. In connection with the appointment of DST as the Sub-Transfer Agent and Sub-Dividend Disbursing Agent for the Fund Transfer Agent, the Fund Transfer Agent either will provide the documents below to DST at or prior to the execution of this Agreement or will make such documents available to DST promptly after DST's reasonable request therefor (as indicated):
A. A certified copy of the resolutions of the Board of Directors or Trustees, as appropriate, of each Fund and the Fund Transfer Agent (i) approving the appointment of or appointing, as appropriate, DST as Sub-Transfer Agent and Sub-Dividend Disbursing Agent, and
Documents to be Filed with Appointment. In connection with the appointment of DST as Transfer Agent and Dividend Disbursing Agent for Fund, there will be filed with DST the following documents:
A. A certified copy of the resolutions of the Board of Directors or Trustees of Fund appointing DST as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and giving written instructions and requests on behalf of Fund;
B. A certified copy of the Articles of Incorporation or Declaration of Trust of Fund and all amendments thereto;
C. A certified copy of the bylaws of Fund;
D. Copies of the most recent Registration Statements and amendments thereto filed with the Securities and Exchange Commission.
E. Specimens of the signatures of the officers of the Fund and individuals authorized to sign written instructions and requests;
F. An opinion of counsel for Fund with respect to:
(1) Fund's organization and existence under the laws of its state of organization,
(2) The status of all shares of stock of Fund covered by the appointment under the Securities Act of 1933, as amended, and any other applicable federal or state statute, and
(3) That all issued shares are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable by Fund.
Documents to be Filed with Appointment. In connection with the appointment of BOSTON FINANCIAL as Transfer Agent and Dividend Disbursing Agent for the Trust, there have been or will be filed, upon request, with BOSTON FINANCIAL the following documents:
A. A certified copy of the votes of the Board of Trustees of the Trust appointing BOSTON FINANCIAL as Transfer Agent and Dividend Disbursing Agent, approving the form of this Agreement, and designating certain persons to sign Shares certificates (“Certificates”), if any, and give written instructions and requests on behalf of the Trust;
B. A certified copy of the Declaration of Trust or other organizational documents of the Trust and all amendments thereto;
C. A certified copy of the Bylaws of the Trust;
D. Copies of Registration Statements and amendments thereto, filed with the Securities and Exchange Commission;
E. Specimens of all forms of outstanding Certificates;
F. Specimens of the signatures of the officers of the Trust authorized to sign Certificates and individuals authorized to sign written instructions and requests;
