Common use of Client’s Representations, Warranties and Covenants Clause in Contracts

Client’s Representations, Warranties and Covenants. Client represents and warrants to USA that: 7.01 Client is a corporation duly organized and existing in good standing under the laws of Massachusetts. 7.02 Client is qualified and licensed to carry on its business in those jurisdictions in which it transacts business and is required to be qualified or licensed. 7.03 Client has the power and authority under law and under its charter and by-laws to enter into and perform its obligations under this Agreement. 7.04 All requisite corporate and other acts or proceedings required to be taken to authorize the execution, delivery and performance of this Agreement have been taken. 7.05 All of the prospectuses, contracts and other forms provided or required by Client shall have been approved by all required regulatory agencies and are or shall be in compliance with all applicable Federal, state, and local laws and regulations. 7.06 Client has and will continue to comply with all laws with respect to the Contracts and it has and will continue to make all required filings with regulatory agencies in connection with the offer, sale, or administration of the Contracts. 7.07 Client shall fulfill all of its lawful obligations with respect to the Contracts, regardless of any dispute between Client and USA.

Client’s Representations, Warranties and Covenants. Client represents and warrants to USA that: 7.01 Client is a corporation duly organized and existing in good standing under the laws of MassachusettsNew York. 7.02 Client is qualified and licensed to carry on its business in those jurisdictions in which it transacts business and is required to be qualified or licensed. 7.03 Client has the power and authority under law and under its charter and by-laws to enter into and perform its obligations under this Agreement. 7.04 All requisite corporate and other acts or proceedings required to be taken to authorize the execution, delivery and performance of this Agreement have been taken. 7.05 All of the prospectuses, contracts and other forms provided or required by Client shall have been approved by all required regulatory agencies and are or shall be in compliance with all applicable Federal, state, and local laws and regulations. 7.06 Client has and will continue to comply with all laws with respect to the Contracts and it has and will continue to make all required filings with regulatory agencies in connection with the offer, sale, or administration of the Contracts. 7.07 Client shall fulfill all of its lawful obligations with respect to the Contracts, regardless of any dispute between Client and USA.