Common use of Trust Certificate Clause in Contracts

Trust Certificate. The Trust does hereby certify to each Relevant Agent that is a party to the Terms Agreement (as defined in the Omnibus Instrument) relating to the Notes, in such capacity and on behalf of the Trust, pursuant to the Distribution Agreement and Terms Agreement, as applicable, that: 1. Since the respective dates as of which information is given in the Prospectus (as defined in the Distribution Agreement), as of the date hereof, there has been no material adverse change in the condition, financial or otherwise, or in the earnings, business affairs or business prospects of the Trust, whether or not arising in the ordinary course of business; 2. The representations and warranties of the Trust contained in the Distribution Agreement are true and correct with the same force and effect as though expressly made at and as of the date hereof; and 3. The Trust has complied with all agreements and satisfied all conditions on its part to be performed or satisfied at or prior to the date hereof. 4. It is expressly understood that: (i) this Certificate is executed by U.S. Bank National Association, not in its individual capacity but solely as Trustee of the Trust, in the exercise of the power and authority conferred and vested in it as such Trustee and (ii) each of the representations made herein by the Trustee are not personal representations, undertakings and agreements of U.S. Bank National Association or its officers, but are binding solely on the Trust.

Appears in 2 contracts

Sources: Closing Instrument (Ing Usa Annuity & Life Insurance Co), Closing Instrument (Ing Usa Annuity & Life Insurance Co)