Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material. 4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law. 4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material. 4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law. 4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 28 contracts
Sources: Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser Trust or the Distributor Underwriter is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Distributor Trust or its designee reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawTrust.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is or its separate account(s) or Contracts are named at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in the Trust under the Contracts, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 21 contracts
Sources: Participation Agreement (Variable Account a/Ma), Participation Agreement (Sun Life of Canada U S Variable Account G), Participation Agreement (Variable Account a of Keyport Benefit Life Insurance Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its investment adviser the Underwriter or the Distributor Adviser is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if without the Distributor objects prior approval of the Fund or its designee. The Fund shall use its reasonable best efforts to review any such use within five material as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and or prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawFund.
4.3. The Distributor Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s) or Contract(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust Fund, the Underwriter nor the Distributor Adviser shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, offering memorandum or prospectus other disclosure document for the Contracts, as such registration statement and prospectus documents may be amended or supplemented from time to time, or in published reports or proxy statements for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares and are relevant to the Company or the Contracts.
4.6. The Company will provide to the Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses, statements of additional information, offering memoranda or other disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to investment in the Fund or the Portfolios under the Contracts.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, offering memoranda, prospectuses, statements of additional information or other disclosure documents, shareholder reports, and proxy materials.
Appears in 20 contracts
Sources: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Variable Annuity Account A), Investment Management Agreement (Sun Life of Canada U S Variable Account G)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its MFS, any other investment adviser to the Trust, or the Distributor is named any affiliate of MFS are named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor Trust, MFS, or their respective designees reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Trust, MFS, any other investment adviser to the Trust, or any affiliate of MFS or concerning the Trust or any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Trust, MFS or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Trust, MFS or their respective designees. The Trust, MFS or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Distributor Trust, MFS or any of their affiliates which is intended for use only by brokers or agents selling the designee Policies (I.E., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used, and neither the Trust, MFS nor any of either their affiliates shall be liable for any losses, damages or as is required by lawexpenses relating to the improper use of such broker only materials.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither The Trust and MFS shall not give, and agree that the Trust nor the Distributor Underwriter shall give not give, any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFS is an underwriter or distributor of the Policies.
4.5. The Company and the Trust (or its designee in lieu of the Company or the Trust, as appropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate (in the case of the Trust) to the Policies, or (in the case of the Company) to the Trust or its Shares, within twenty (20) days after the filing of such document with the SEC or other regulatory authorities. The Company and the Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, the Trust or its Shares, and the party that was the subject of the examination shall provide the other party with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6. The Trust and MFS will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust's registration statement, particularly any change requiring change to the registration statement or prospectus or statement of additional information for any Account. The Trust and MFS will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement, in an orderly manner. The Trust and MFS will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.7. For purposes purpose of this Article IVIV and Article VIII, the phrase "sales literature or other promotional material" includes, includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 20 contracts
Sources: Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 18 contracts
Sources: Participation Agreement (GCG Trust), Participation Agreement (GCG Trust), Participation Agreement (Ing Vp Bond Portfolio)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor Underwriter is named named, at least 15 days fifteen Business Days prior to its use. No such material shall be used if the Distributor Trust or its designee reasonably objects to such use within five (5) fifteen Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by laweither.
4.3. The Distributor Trust, Underwriter, or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s), is named at least 15 days fifteen Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) fifteen Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
Appears in 17 contracts
Sources: Participation Agreement (Separate Account Va Q), Participation Agreement (Separate Account Va Bny), Participation Agreement (Separate Account Va Bny)
Sales Material and Information. 4.16.1. Without limiting the scope or effect of Section 4.2 hereof, the Each Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Fund (or any Series thereof) or its investment adviser advisers or the Distributor is named at least 15 days prior to its use. No named, and no such sales literature or other promotional material shall be used if without the approval of the Fund and the Distributor objects to such use within five (5) Business Days after receipt or the designee of such materialeither.
4.26.2. The Each Company agrees that neither it nor any of its affiliates or agents shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust in connection with the sale of the Contracts Fund other than the information or representations contained in the registration statement Registration Statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the DistributorDistributor or its designee, except with the written permission of the Trust Fund or its designee or the Distributor or its designee.
6.3. The Fund or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause furnish to be furnished, to the each Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the that Company and/or the Company's Account is named at least 15 days prior to or its use. No Separate Accounts are named, and no such material shall be used if without the approval of that Company or its designee object to such use within five (5) Business Days after receipt of such materialdesignee.
4.46.4. Neither the Trust nor The Fund and the Distributor agree that each, and the affiliates and agents of each, shall not give any information or make any representations on behalf of the a Company or concerning the that Company, each Accountits Separate Accounts, or the Variable Contracts issued by that Company, other than the information or representations contained in a registration statement or prospectus for the such Variable Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain Separate Accounts or approved by the Company prepared for distribution to Contract owners or participantsof such Variable Contracts, or in sales literature or other promotional material approved by the that Company or its designee, except with the written permission of that Company.
6.5. The Fund will provide to each Company at least one complete copy of all prospectuses, Statements of Additional Information, reports, proxy statements and other voting solicitation materials, and all amendments and supplements to any of the above, that relate to the Fund or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
6.6. Each Company will provide to the Fund at least one complete copy of all prospectuses (which shall include an offering memorandum if the Variable Contracts issued by that Company or as is required interests therein are not registered under the 1933 Act), Statements of Additional Information, reports, solicitations for voting instructions, and all amendments or supplements to any of the above, that relate to the Variable Contracts issued by lawthat Company or its Separate Accounts promptly after the filing of such document with the SEC or other regulatory authority.
4.56.7. For purposes of this Article IVVI, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, computerized media, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 16 contracts
Sources: Fund Participation Agreement (Pacific Select Fund), Fund Participation Agreement (Separate Account a of Pacific Life Insurance Co), Fund Participation Agreement (Pacific Select Exec Separate Account of Pacific Life & Annui)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company 6.1 The Insurer shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Fund (or any Portfolio thereof) or its investment adviser or the Distributor is named at least 15 days prior to its use. No the anticipated use of such material, and no such sales literature or other promotional material shall be used if unless the Fund and the Distributor objects to such use or the designee of either approve the material or do not respond with comments on the material within five (5) Business Days after 10 days from receipt of such the material.
4.2. 6.2 The Company Insurer agrees that neither it nor any of its affiliates or agents shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust in connection with the sale of the Contracts Fund other than the information or representations contained in the registration statement Registration Statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee or and by the DistributorDistributor or its designee, except with the written permission of the Trust Fund or its designee and the Distributor or its designee.
6.3 The Fund or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, furnish to the Company Insurer or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is Insurer or its Separate Accounts are named at least 15 days prior to its use. No the anticipated use of such material, and no such material shall be used if unless the Company Insurer or its designee object to such use approves the material or does not respond with comments on the material within five (5) Business Days after 10 days from receipt of such the material.
4.4. Neither the Trust nor 6.4 The Fund and the Distributor agree that each and the affiliates and agents of each shall not give any information or make any representations on behalf of the Company Insurer or concerning the CompanyInsurer, each Accountthe Separate Accounts, or the Variable Contracts issued by the Insurer, other than the information or representations contained in a registration statement or prospectus for the such Variable Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain Separate Accounts or approved by the Company prepared for distribution to Contract owners or participantsof such Variable Contracts, or in sales literature or other promotional material approved by the Company Insurer or its designee, except with the written permission of the Company or as is required by lawInsurer.
4.5. 6.5 The Fund will provide to the Insurer at least one complete copy of the Mixed and Shared Funding Exemptive Application and any amendments thereto, all prospectuses, Statements of Additional Information, reports, proxy statements and other voting solicitation materials, and all amendments and supplements to any of the above, that relate to the Fund or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
6.6 The Insurer will provide to the Fund all prospectuses (which shall include an offering memorandum if the Variable Contracts issued by the Insurer or interests therein are not registered under the 1933 Act), Statements of Additional Information, reports, solicitations for voting instructions relating to the Fund, and all amendments or supplements to any of the above that relate to the Variable Contracts issued by the Insurer or the Separate Accounts which utilize the Fund as an underlying investment medium, promptly after the filing of such document with the SEC or other regulatory authority.
6.7 For purposes of this Article IVVI, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use inuse, in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, computerized media, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 16 contracts
Sources: Participation Agreement (Bma Variable Life Account A), Participation Agreement (Bma Variable Life Account A), Fund Participation Agreement (American National Variable Annuity Separate Account)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 15 contracts
Sources: Participation Agreement (Protective NY COLI VUL), Participation Agreement (Principal National Life Insurance Co Variable Life Separate Account), Participation Agreement (Sun Life of Canada (US) Variable Account K)
Sales Material and Information. 4.1. Without limiting The Distributor will provide the scope or effect of Section 4.2 hereofCompany on a timely basis with investment performance information for the Portfolios, including total return for the preceding calendar month and calendar quarter, the calendar year to date, and the prior one-year, five-year, and ten year (or life of the Portfolio) periods. The Company shall furnishmay, based on the SEC-mandated information supplied by the Distributor, prepare communications for Contract owners (“Contract Owner Materials”). The Company will provide the Distributor with copies of all Contract Owner Materials concurrently with their first use for the Distributor’s internal recordkeeping purposes. It is understood that neither the Distributor, the Adviser, the Fund nor the Portfolios will be responsible for errors or omissions in, or shall cause to be furnishedthe content of, Contract Owner Materials except to the Distributor each piece extent that the error or omission resulted from information provided by or on behalf of sales literature or other promotional material (as defined hereafter) in which the TrustDistributor, its investment adviser the Adviser, the Fund or the Distributor Portfolio. Any printed information that is named at least 15 days prior furnished to its usethe Company pursuant to this Agreement other than the Portfolio’s prospectus or SAI (or information supplemental thereto), periodic reports and proxy solicitation materials is the Distributor’s sole responsibility and not the responsibility of the Portfolio or the Fund. No such material shall be used if The Company agrees that the Distributor objects Portfolio, the shareholders of the Portfolio and the officers and members of the Board will have no liability or responsibility to such use within five (5) Business Days after receipt of such materialthe Company in these respects.
4.2. The Company shall will not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Portfolios in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, prospectus or prospectus SAI for the Trust sharesShares, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustPortfolio, or in published reports for the Portfolio which are in the public domain or approved by the Fund, the Distributor or the Adviser for distribution, or in sales literature or other promotional material approved provided by the Trust or its designee or by the DistributorFund, except with the written permission of the Trust or the Distributor or the designee Adviser, except with permission of either the Fund, the Distributor or the Adviser. The Fund, the Distributor and/or the Adviser, as is required by lawapplicable, agrees to respond to any request for approval on a prompt and timely basis. Nothing in this Section 4.2 will be construed as preventing the Company or its employees or agents from giving advice on investment in the Portfolios.
4.3. The Company will furnish, or will cause to be furnished, to the Fund or the Distributor or its designee shall designee, each piece of sales literature or other promotional material in which the Fund, the Portfolios or the Distributor is named, at least fifteen (15) business days prior to its use. No such material will be used if the Fund or the Distributor reasonably objects to such use within fifteen (15) business days after receipt of such material. Likewise, the Fund or the Distributor will furnish, or shall will cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named named, at least 15 fifteen (15) business days prior to its use. No such material shall will be used if the Company or its designee object reasonably objects to such use within five fifteen (515) Business Days business days after receipt of such material.
4.4. Neither the Trust nor The Fund, the Distributor shall and the Adviser will not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus or prospectus SAI for the Contracts, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in published reports for each Account or the Contracts which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved provided by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Portfolios or their Shares, contemporaneously with the filing of such document with the SEC, the FINRA or other regulatory authority, except as otherwise agreed to by the Fund and Company.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that reference the Funds or the Portfolios and relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC, the FINRA or other regulatory authority, except as otherwise agreed to by the Fund and Company.
4.7. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (e.g., on-line networks such as the Internet or other electronic messages), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, advertisements sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees), registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.8. The Fund and each Portfolio hereby consents to the Company’s use of the name “GE Investments Funds, Inc.” and the name of each Portfolio listed on Schedule 3 in connection with the marketing of the Contracts, subject to the terms of Sections 4.1, 4.2 and 4.3 of this Agreement. Such consent will terminate with the termination of this Agreement.
Appears in 15 contracts
Sources: Participation Agreement (Pacific Select Exec Separate Account of Pacific Life & Annui), Participation Agreement (Pacific Select Exec Separate Account of Pacific Life & Annui), Participation Agreement (Pacific Select Exec Separate Account of Pacific Life & Annui)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser Trust or the Distributor Underwriter is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Distributor Trust or its designee reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawTrust.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is or its separate account(s) or Contracts are named at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in the Trust under the Contracts, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 14 contracts
Sources: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Variable Annuity Account B)
Sales Material and Information. 4.16.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Fund (or any Series thereof) or its investment adviser or the Distributor is named at least 15 days prior to its use. No named, and no such sales literature or other promotional material shall be used if without the approval of the Fund and the Distributor objects to such use within five (5) Business Days after receipt or the designee of such materialeither.
4.26.2. The Company agrees that neither it nor any of its affiliates or agents shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust in connection with the sale of the Contracts Fund other than the information or representations contained in the registration statement Registration Statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund or its designee or and by the DistributorDistributor or its designee, except with the written permission of the Trust Fund or its designee and the Distributor or its designee.
6.3. The Fund or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, furnish to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to or its use. No Separate Accounts are named, and no such material shall be used if without the approval of the Company or its designee object to such use within five (5) Business Days after receipt of such materialdesignee.
4.46.4. Neither the Trust nor The Fund and the Distributor agree that each and the affiliates and agents of each shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Separate Accounts, or the Variable Contracts issued by the Company, other than the information or representations contained in a registration statement or prospectus for the such Variable Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain Separate Accounts or approved by the Company prepared for distribution to Contract owners or participantsof such Variable Contracts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company.
6.5. The Fund will provide to the Company at least one complete copy of all prospectuses, Statements of Additional Information, reports, proxy statements and other voting solicitation materials, and all amendments and supplements to any of the above, that relate to the Fund or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
6.6. The Company will provide to the Fund at least one complete copy of all prospectuses (which shall include an offering memorandum if the Variable Contracts issued by the Company or as is required interests therein are not registered under the 1933 Act), Statements of Additional Information, reports, solicitations for voting instructions, and all amendments or supplements to any of the above, that relate to the Variable Contracts issued by lawthe Company or the Separate Accounts promptly after the filing of such document with the SEC or other regulatory authority.
4.56.7. For purposes of this Article IVVI, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, computerized media, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 13 contracts
Sources: Fund Participation Agreement (Pacific Select Exec Separate Acct Pacific Mutual Life Ins), Fund Participation Agreement (Separate Account a of Pacific Life Insurance Co), Participation Agreement (Pacific Select Fund)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its MFS, any other investment adviser to the Trust, or the Distributor is named any affiliate of MFS are named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor Trust, MFS, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Trust, MFS, any other investment adviser to the Trust, or any affiliate of MFS or concerning the Trust or any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Trust, MFS or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Trust, MFS or their respective designees. The Trust, MFS or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Distributor Trust, MFS or any of their affiliates which is intended for use only by brokers or agents selling the designee Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used, and neither the Trust, MFS nor any of either their affiliates shall be liable for any losses, damages or as is required by lawexpenses relating to the improper use of such broker only materials.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.4. Neither The Trust and MFS shall not give, and agree that the Trust nor the Distributor Underwriter shall give not give, any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFS is an underwriter or distributor of the Policies.
4.5. The Company and the Trust (or its designee in lieu of the Company or the Trust, as appropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to the Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Company and the Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, the Trust or its Shares, and the party that was the subject of the examination shall provide the other party with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6. The Trust and MFS will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust's registration statement, particularly any change resulting in change to the registration statement or prospectus or statement of additional information for any Account. The Trust and MFS will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement, in an orderly manner. The Trust and MFS will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.7. For purposes purpose of this Article IVIV and Article VIII, the phrase "sales literature or other promotional material" includes, includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 12 contracts
Sources: Participation Agreement (Allstate Life of N Y Var Life Sep Acct A), Participation Agreement (Allstate Life of New York Separate Account A), Participation Agreement (Separate Account Vul 2 of Transamerica Occidental Life Ins)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
4.6 The Underwriter will support onsite visits by Company no less frequently than biannually and visit the Company no less frequently than annually. The Trust or Underwriter will provide a signed compliance report as reasonably requested by the Company or its designee, on a quarterly basis to include but not limited to: 817 (h), subchapter M, and Prospectus guidelines. The Trust or Underwriter will provide State of California Bulletin 97-2 compliance certification upon reasonable request. The Trust or Underwriter will provide fund statistics and commentaries (as reasonably required by Company) in electronic format each calendar quarter, no later than the 17th of the month following quarter-end. The Underwriter will support the Company's marketing and due diligence efforts by granting reasonable requests for visits to the Underwriter's and its affiliates' offices by representatives of the Company.
Appears in 11 contracts
Sources: Participation Agreement (Lincoln New York Account N for Variable Annuities), Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Variable Annuity Account W)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee of either or as is required by lawUnderwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named at named, least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts-other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, within 20 days after the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund, within 20 days after the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. ie., any written communication distributed or made generally available to customers customers- or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.
Appears in 10 contracts
Sources: Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its the Adviser, any other investment adviser to the Trust, or any affiliate of the Distributor is named Adviser are named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor Trust, the Adviser, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Trust, the Adviser, any other investment adviser to the Trust, or any affiliate of the Adviser or concerning the Trust or any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Trust, the Adviser or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Trust, the Adviser or their respective designees. The Trust, the Distributor Adviser or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the designee Trust, the Adviser or any of either their affiliates which is intended for use only by brokers or as agents selling the Policies (i.e., information that is required by lawnot intended for distribution to Policy owners or prospective Policy owners) is so used, and neither the Trust, the Adviser nor any of their affiliates shall be liable for any losses, damages or expenses relating to the improper use of such broker only materials.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named Accounts are named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.5. The Company and the Trust (or its designee in lieu of the Company or the Trust, as is required by lawappropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to the Trust or its Shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.54.6. The Trust or the Adviser will provide the Company with reasonable advance notice of any proxy solicitation for any Portfolio, and of any material change in the Trust’s registration statement, particularly any change resulting in change to the registration statement or prospectus or statement of additional information for any Account. The Trust and the Adviser will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement in an orderly manner. The Trust and the Adviser will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for the prospectuses. For purposes purpose of this Article IVIV and Article VIII, the phrase "“sales literature or other promotional material" includes, ” includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 9 contracts
Sources: Participation Agreement (Rs Variable Products Trust), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 5.1 The Company shall will furnish, or shall will cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, the Adviser or the Distributor is named. No such material will be used until approved by the Trust or the Distributor. The Trust or its investment designee reserves the right to object reasonably to the continued use of any such sales literature or other promotional material in which the Trust (or any Designated Fund), the Adviser, any sub-adviser or the Distributor is named at least 15 days prior to its use. No and no such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such materialTrust or its designee so objects.
4.2. 5.2 The Company shall will not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or any Designated Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, prospectus or prospectus SAI for shares of the Trust sharesDesignated Funds, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustDesignated Funds, or in sales literature or other promotional material approved provided by the Trust Trust, the Adviser or its designee or by the Distributor, except with the written permission of the Trust Trust, the Adviser or the Distributor. The Trust, the Adviser or the Distributor agree to respond to any request for approval on a prompt and timely basis.
5.3 The Trust, the Adviser or the designee of either Distributor, or as is required by law.
4.3. The Distributor or its designee shall a designee, will furnish, or shall will cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's or any Separate Account is named at least 15 days named, prior to its use. No such material shall will be used if until approved by the Company or its designee object designee, if the Company reasonably objects to such use within five (5) Business Days business days after receipt of such materialmaterial or to its continued use.
4.4. Neither 5.4 The Trust, the Trust nor Adviser or the Distributor shall will not give any information or make any representations or statements on behalf of the Company or concerning the Company, each any Separate Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus or prospectus SAI for the Contracts, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in published reports for each Separate Account or the Contracts which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved provided by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.55.5 The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or shares of the Designated Funds, within a reasonable time after filing of such document with the SEC or the FINRA or contemporaneously with the first use or public availability of such documents.
5.6 The Company will provide to the Trust at least one complete copy of all definitive prospectuses, definitive SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to any Contract or any Separate Account (collectively, “Contract Materials”), contemporaneously with the filing of each such document with the SEC or the FINRA (except that with respect to post-effective amendments to such prospectuses and SAIs and sales literature and promotional material, only those prospectuses and SAIs and sales literature and promotional material that relate to or refer to the Trust or any Designated Fund will be provided). In addition, the Company will provide to the Trust at least one complete copy of (i) a registration statement that relates to the Contracts or any Separate Account, containing representative and relevant disclosure concerning the Trust; and (ii) any post-effective amendments to any registration statements relating to the Contracts or such Separate Account that refer to or relate to the Trust or any Designated Fund. The Company shall provide to the Trust and the Distributor copies of any complaints received from Contract owners pertaining to the Trust or any Designated Fund.
5.7 For purposes of this Article IVV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (i.e., on-line networks such as the Internet or other electronic messages)), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, SAIs, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the FINRA Conduct Rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
5.8 The Trust, the Adviser and the Distributor hereby consent to the Company’s use of their respective names as well as the names of the Designated Funds in connection with marketing the Contracts, subject to the terms of Sections 5.1 or 5.2 of this Agreement. The Trust, the Adviser and the Distributor hereby consent to the use of any trademark, trade name, service ▇▇▇▇ or logo used by the Trust, the Adviser and the Distributor, subject to the Trust’s, the Adviser’s and/or the Distributor’s approval of such use and in accordance with reasonable requirements of the Trust, the Adviser or the Distributor. Such consent will terminate with the termination of this Agreement. The Company agrees and acknowledges that the Trust, the Adviser or the Distributor is the owner of the name, trademark, trade name, service ▇▇▇▇ and logo and that all use of any designation comprised in whole or in part of the name, trademark, trade name, service ▇▇▇▇ and logo under this Agreement shall inure to the benefit of the Trust, Adviser and/or Distributor.
5.9 The Company agrees to adopt and implement procedures reasonably designed to ensure that information concerning the Trust, the Adviser or the Distributor and their respective affiliated companies, that is intended for use only by brokers or agents selling the Contracts (i.e., information that is not intended for distribution to Contract owners or prospective Contract owners) is properly marked as “Not For Use With The Public” or “For Broker-Dealer Use Only” and that such information is only so used.
Appears in 9 contracts
Sources: Fund Participation Agreement (First Investors Life Variable Annuity Fund C), Fund Participation Agreement (First Investors Life Level Premium Variable Lif Ins Sep Ac B), Fund Participation Agreement (First Investors Life Variable Annuity Fund C)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 8 contracts
Sources: Participation Agreement (Separate Account One of Northern Life Insurance Co), Participation Agreement (Separate Account One of Northern Life Insurance Co), Participation Agreement (Golden American Life Insurance Co /Ny/)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustTrust is named, its investment adviser or the Distributor is named at least 15 days five (5) Business Days prior to its useuse by the Company. No such material shall be used by the Company if the Distributor objects Trust or its designee object to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustTrust which are in the public domain or approved by the Trust for distribution to Contract owners, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3Trust. The Distributor Trust or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.3 The Trust shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days five (5) Business Days prior to its useuse by the Trust. No such material shall be used by the Trust if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account the Accounts which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or as is required by lawits designee agrees to respond to any request for approval on a prompt and timely basis.
4.54.5 The Company and the Trust may each request that the other provide at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for "no-action" letters, and all amendments to any of the above, that relate to the Contracts, or to the Trust or its shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authority. The Company or Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authority) that relates to the Contracts, the Trust or its shares, and the party that was the subject of the examination shall provide the other party with a copy of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6 For purposes of this Article IV4, the phrase "sales literature or other promotional material" includes, but is not limited to, means advertisements (such defined as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, telephone directories (other than routine listings), electronic or other public media), sales literature (i.e. defined as any written or electronic communication distributed or made generally available to customers or the publicpublic that is not an advertisement as defined above, including brochuresincluding, but not limited to, circulars, research reports, market letters, performance reports or summaries, form letters, telemarketing scripts, seminar texts, and reprints or excerpts of any other advertisement, sales literature, literature or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 7 contracts
Sources: Participation Agreement (White Elk Funds), Participation Agreement (State Farm Variable Product Trust), Participation Agreement (State Farm Variable Product Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Insurance Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account , ▇▇▇▇▇ Selected Advisers, L.P., or ▇▇▇▇▇ Distributors is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company in connection with the sale of the Contracts other than the information or representations contained in the Company’s registration statement, prospectus or SAI, as that registration statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Company, or in sales literature or other promotional material approved by the Company or its designee or by ▇▇▇▇▇ Distributors, except with the permission of the Company or ▇▇▇▇▇ Distributors.
4.3. The Company, ▇▇▇▇▇ Distributors, or its designee shall furnish, or shall cause to be furnished, to the Insurance Company or its designee, each piece of sales literature or other promotional material in which the Insurance Company or the Account is named at least five Business Days prior to its use. No such material shall be used if the Insurance Company or its designee reasonably objects to such use within five Business Days after receipt of that material.
4.4. Neither the Trust nor the Distributor The Company and ▇▇▇▇▇ Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, each any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such that registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the written permission of the Company or as is required by lawInsurance Company.
4.5. The Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.6. The Insurance Company will provide to the Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, solicitation for voting instructions, piece of sales literature and other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relates to the Contracts or the Account, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material publishedadvertisements, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
Appears in 7 contracts
Sources: Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co), Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
4.6. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, notices and exemptive orders related to applications for exemptive relief from the requirements of the federal securities laws, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC, the NASD or other regulatory authority.
4.7. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, notices and exemptive orders related to applications for exemptive relief from the requirements of the federal securities laws, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC, the NASD, or other regulatory authority.
Appears in 7 contracts
Sources: Participation Agreement (Reliastar Life Ins Co of New York Var Life Sep Acct I), Participation Agreement (Reliastar Life Ins Co of New York Var Life Sep Acct I), Participation Agreement (Reliastar Select Life Variable Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustTrust is named, its investment adviser or the Distributor is named at least 15 days five (5) Business Days prior to its useuse by the Company. No such material shall be used by the Company if the Distributor Trust or its designee objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustTrust which are in the public domain or approved by the Trust for distribution to Contract owners, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3Trust. The Distributor Trust or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.3 The Trust shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days five (5) Business Days prior to its useuse by the Trust. No such material shall be used by the Trust if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account the Accounts which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or as is required by lawits designee agrees to respond to any request for approval on a prompt and timely basis.
4.54.5 The Company and the Trust may each request that the other provide at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for “no-action” letters, and all amendments to any of the above, that relate to the Contracts, or to the Trust or its shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authority. The Company or Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authority) that relates to the Contracts, the Trust or its shares, and the party that was the subject of the examination shall provide the other party with a copy of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.6 For purposes of this Article IV4, the phrase "“sales literature or other promotional material" includes, but is not limited to, ” means advertisements (such defined as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, telephone directories (other than routine listings), electronic or other public media), sales literature (i.e. defined as any written or electronic communication distributed or made generally available to customers or the publicpublic that is not an advertisement as defined above, including brochuresincluding, but not limited to, circulars, research reports, market letters, performance reports or summaries, form letters, telemarketing scripts, seminar texts, and reprints or excerpts of any other advertisement, sales literature, literature or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 7 contracts
Sources: Participation Agreement, Participation Agreement (State Farm Life & Accident Ass Co Var Ann Sep Acct), Participation Agreement (State Farm Life & Accident Assur Co Var Life Sep Acct)
Sales Material and Information. 4.1. 5.1 Without limiting the scope or effect of Section 4.2 hereof5.2, the each Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 10 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. The 5.2 Neither Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 5.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the each Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the any of a Company, a separate account of a Company and/or the Company's Account or a Contract is named at least 15 10 days prior to its use. No such material shall be used if the a Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 5.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the a Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or or. prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the a Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the a Company or its designee, except with the written permission of the such Company or as is required by law.
4.5. 5.5 For purposes of this Article IVV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 6 contracts
Sources: Master Participation Agreement (Talcott Resolution Life & Annuity Insur Co Separate Account Three), Fund Participation Agreement (Talcott Resolution Life & Annuity Insur Co Separate Account Three), Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee of either or as is required by lawUnderwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. For purposes The Fund will provide to the Company at least one complete copy of this Article IVall registration statements, the phrase "sales literature or other promotional material" includesprospectuses, but is not limited tostatements of additional information, advertisements (such as material publishedreports, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media)proxy statements, sales literature (i.e. any written communication distributed or made generally available to customers or the publicand other promotional materials, including brochuresapplications for exemptions, circulars, research reports, market requests for no-action letters, form lettersand all amendments to any of the above, seminar textsthat relate to the Fund or its shares, reprints or excerpts within 20 days after the filing of any other advertisement, sales literature, or published article), educational or training materials such document with the SEC or other communications distributed or made generally available to some or all registered representativesregulatory authorities.
Appears in 6 contracts
Sources: Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Llany Separate Account S for Flexible Premium Vari Life Insu), Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's ’s Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales sales
literature (i.e. i. e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 6 contracts
Sources: Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
. 4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
4.6. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, notices and exemptive orders related to applications for exemptive relief from the requirements of the federal securities laws, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC, the NASD or other regulatory authority. 4.
Appears in 5 contracts
Sources: Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Account I of Ing Insurance Co of America)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 2.1 The Company shall furnish, or shall cause to be furnished, furnish to the Distributor Trust each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor is named at least 15 ten business days prior to its use. No such material shall be used if the Distributor Trust objects to such use within five (5) Business Days business days after receipt of such material.
4.2. 2.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus documents may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorTrust, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawTrust.
4.3. 2.3 The Distributor or its designee Trust shall furnish, or shall cause to be furnished, furnish to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or or the Company's Separate Account is named at least 15 ten business days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days business days after receipt of such material.
4.4. Neither the 2.4 The Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Separate Account, or the Contracts other than the information or representations contained in a the registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each the Separate Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company or as is required by lawCompany.
4.5. 2.5 The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
2.6 The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Separate Account, contemporaneously with the filing of such documents with the Securities and Exchange Commission or other regulatory authorities.
2.7 For purposes of this Article IVII, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 5 contracts
Sources: Fund Participation Agreement (JNL Series Trust), Fund Participation Agreement (JNL Series Trust), Fund Participation Agreement (JNL Series Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its investment adviser the Underwriter or the Distributor Adviser is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if without the Distributor objects prior approval of the Fund or its designee. The Fund shall use its reasonable best efforts to review any such use within five material as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and or prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawFund.
4.3. The Distributor Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s) or Contract(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust Fund, the Underwriter nor the Distributor Adviser shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, offering memorandum or prospectus other disclosure document for the Contracts, as such registration statement and prospectus documents may be amended or supplemented from time to time, or in published reports or proxy statements for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares and are relevant to the Company or the Contracts.
4.6. The Company will provide to the Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses, statements of additional information, offering memoranda or other disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to investment in the Fund or the Portfolios under the Contracts.
4.7. For purposes of this Article IVIV.A., the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, offering memoranda, prospectuses, statements of additional information or other disclosure documents, shareholder reports, and proxy materials.
Appears in 5 contracts
Sources: Participation Agreement (Phoenix Life & Annuity Variable Universal Life Account), Participation Agreement (Phoenix Life Variable Accumulation Account), Participation Agreement (Phlvic Variable Universal Life Account)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus Prospectus for the Trust shares, as such registration statement and prospectus Prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus Prospectus for the Contracts, as such registration statement and prospectus Prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 4 contracts
Sources: Participation Agreement (SEPARATE ACCOUNT B OF VOYA INSURANCE & ANNUITY Co), Participation Agreement (Ameritas Variable Separate Account Va-2), Participation Agreement (Putnam Variable Trust)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its usenamed. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its usenamed. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 4 contracts
Sources: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Variable Annuity Account A), Participation Agreement (Variable Annuity Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company The Distributor shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, the form of each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser the Manager or the Distributor is are named at least 15 days prior to its first use. No such material shall be used if the Distributor Trust or its designee reasonably objects to such its use within five (5) Business Days after the Trust’s receipt of such material.
4.2. The Company shall not Neither AXA Equitable nor the Plan will give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in or accurately derived from the registration statement Registration Statements, prospectus or prospectus Statement of Additional Information for the Trust sharesTrust, as such registration statement and Registration Statements, prospectus or Statement of Additional Information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designees.
4.3. The Distributor Trust or its designee the Distributor, or their respective designees, shall furnish, or shall cause to be furnished, to AXA Equitable and the Company Plan or its designeetheir designees, the form of each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Plan is named at least 15 days prior to its use. No such material shall be used if the Company Plan or its designee object designees reasonably objects to such its use within five (5) Business Days after receipt of such material.
4.4. Neither The Trust will provide to AXA Equitable and the Trust nor the Distributor shall give any information or make any representations on behalf Plan at least one complete copy of the Company or concerning the Companyeach Registration Statement, each Accountprospectus, or the Contracts other than the information or representations contained in a registration statement or prospectus for the ContractsStatement of Additional Information, as such registration statement and prospectus may be amended or supplemented from time to timereport, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsproxy statement, or in item of sales literature or other promotional material approved by material, application for exemptions, request for a no-action letter or amendment to any of the Company or its designee, except above that relates to the Class K shares of the Designated Portfolios contemporaneously with the written permission filing of such document with the Company SEC, FINRA or as is required by lawany other regulatory authority.
4.5. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, including materials published or designed for use in, in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, electronic messages or communications or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and Registration Statements, SEC Disclosure Materials, shareholder reports, and proxy materials. However, it is anticipated that materials provided solely: (a) internally to AXA Equitable’s or the Distributor’s own employees or counsel; or (b) to certain designated third parties and that are not designed to be provided or communicated in any manner to the general public (e.g., training materials provided to distributors or agents) will not be filed with the SEC, FINRA, or any state securities or insurance regulatory authorities, although such materials will be prepared in accordance with applicable laws.
Appears in 4 contracts
Sources: Retirement Plan Participation Agreement (Eq Advisors Trust), Retirement Plan Participation Agreement (Axa Premier Vip Trust), Retirement Plan Participation Agreement (Axa Premier Vip Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) that the Company or its affiliates develop and in which the Trust, its investment adviser Trust (or a Designated Series thereof) or the Adviser or the Distributor is named at least 15 days prior to its usenamed. No such material shall be used if until approved by the Distributor objects Trust or its designee, and the Trust will use its best efforts for it or its designee to review such use sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved by the Trust or its designee within the ten Business Days shall be deemed approved, provided that the Trust confirms that it or its designee received such materials. The Company shall be responsible for any required regulatory filings of sales literature or other promotional material it produces. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Designated Series thereof) or the Adviser or the Distributor is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust Trust, a Designated Series, the Adviser or the Distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus applicable Prospectus or applicable SAI for the Trust shares, as such registration statement and prospectus Prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorDistributor for use with the public, except with the written permission of the Trust or the Distributor or the designee of either either. The Company shall comply with all applicable laws, including Rule 498 under the 1933 Act, when composing, compiling and delivering sales literature or as is required by lawother promotional material. The Trust shall be entitled to review Company’s placement of sales materials with the summary prospectus in order to review Company’s compliance with applicable laws and regulations.
4.3. The Distributor Trust and the Distributor, or its designee their designee, shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material prepared that it develops and in which the Company, and/or its Account, is named. No such material shall be used until approved by the Distributor Company, and the Company will use its best efforts to review such sales literature or promotional material within ten Business Days after receipt of such material. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or the Company's its Account is named at least 15 days prior to its use. No named, and no such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such materialso objects.
4.4. Neither the The Trust nor and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or prospectus interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement and prospectus statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for each the Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all summary and/or statutory prospectuses, reports, proxy statements, applications for exemptions to the extent material to the Company, requests for no-action letters to the extent material to the Company, and all amendments to any of the above, that relate to the Trust or its shares promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Trust shall provide copies of registration statements and SAIs upon request of Company. The Company shall not alter any of such documents provided by the Trust without the prior written consent of the Trust or Distributor.
4.6. The Company will provide to the Trust at least one complete copy of all prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account and to the extent material to the Trust, Adviser or Distributor, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Distributor any complaints received from the Contract owners pertaining to the Trust or the Designated Series.
4.7. For purposes of this Article IV, the phrase "“sales literature or and other promotional material" materials” includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Trust.
Appears in 4 contracts
Sources: Participation Agreement (Virtus Variable Insurance Trust), Participation Agreement (Virtus Variable Insurance Trust), Participation Agreement (Lincoln New York Account N for Variable Annuities)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.sales
Appears in 4 contracts
Sources: Participation Agreement (Variable Annuity Account B of Aetna Life Ins & Annuity Co), Participation Agreement (Variable Annuity Acct C of Aetna Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Account I of Ing Insurance Co of America)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the TrustING VPI, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust ING VPI or concerning the Trust ING VPI in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust ING VPI shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustING VPI, or in sales literature or other promotional material approved by the Trust ING VPI or its designee or by the Distributor, except with the written permission of the Trust ING VPI or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust ING VPI nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
4.6. ING VPI will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, notices and exemptive orders related to applications for exemptive relief from the requirements of the federal securities laws, and all amendments to any of the above, that relate to ING VPI or its shares, promptly after the filing of such document with the SEC, the NASD or other regulatory authority.
4.7. The Company will provide to ING VPI at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, notices and exemptive orders related to applications for exemptive relief from the requirements of the federal securities laws, and all amendments to any of the above, that relate to ING VPI or its shares, promptly after the filing of such document with the SEC, the NASD, or other regulatory authority.
Appears in 4 contracts
Sources: Participation Agreement (Security Life Separate Account L1), Participation Agreement (Reliastar Life Ins Co of New York Var Life Sep Acct I), Participation Agreement (Separate Account N of Reliastar Life)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its investment adviser the Underwriter or the Distributor Adviser is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if without the Distributor objects prior approval of the Fund or its designee. The Fund shall use its reasonable best efforts to review any such use within five material as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and or prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawFund.
4.3. The Distributor Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s) or Contract(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust Fund, the Underwriter nor the Distributor Adviser shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, offering memorandum or prospectus other disclosure document for the Contracts, as such registration statement and prospectus documents may be amended or supplemented from time to time, or in published reports or proxy statements for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares and are relevant to the Company and the Contracts.
4.6. The Company will provide to the Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses, statements of additional information, offering memoranda or other disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to investment in the Fund or the Portfolios under the Contracts.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, offering memoranda, prospectuses, statements of additional information or other disclosure documents, shareholder reports, and proxy materials.
Appears in 4 contracts
Sources: Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Variable Annuity Account N)
Sales Material and Information. 4.1. Without limiting the scope The Company or effect of Section 4.2 hereof, the Company Princor shall furnish, or shall cause to be furnished, to the Distributor each Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the such Trust, its MFS, any other investment adviser to such Trust, or the Distributor any affiliate of MFD is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor such Trust, MFD, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.2. The Neither the Company nor Princor shall not give any information or make any representations or statements statement on behalf of the any Trust, MFS, or other investment adviser to any Trust, or any affiliate of MFD or concerning such Trust or concerning the Trust any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the such Trust, or in sales literature or other promotional material approved by the Trust such Trust, MFD or its designee or by the Distributortheir respective designees, except with the written permission of such Trust, MFD or their respective designees. Each Trust, MFD or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. The Company and Princor shall adopt and implement procedures reasonably designed to ensure that information concerning a Trust, MFD or any of their affiliates which is intended for use only by brokers or agents selling the Trust Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used, and neither the Distributor Trusts, MFD nor any of their affiliates shall be liable for any losses, damages or expenses relating to the designee improper use of either or as is required by lawsuch broker only materials.
4.3. The Distributor Each Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five three (53) Business Days after receipt of such materialmaterial .
4.4. Neither the Trust nor the Distributor The Trusts and MFD shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis. The Trusts and MFD may not alter any material so provided by the Company or its designee (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written permission consent of the Company. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFD is an underwriter or distributor of the Policies.
4.5. Upon request of the other party, the Company and each Trust (or its designee in lieu of the Company or such Trust, as appropriate) will each provide to the other at least one complete copy of all registration statements. prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies or to such Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Company and a Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, such Trust or its Shares, and the party that was the subject of the examination shall notify the other party with the relevant substance of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6. No party shall use any other party's names, logos, trademarks or service marks, whether registered or unregistered, without the prior written consent of such other party, or after written consent therefor has been revoked, provided that separate consent is not required under this Section 4.6 to the extent that consent to use a party's name, logo, trademark or service ▇▇▇▇ in connection with a particular piece of advertising or sales literature has previously been given by a party under Sections 4.2 and 4.4 of this Agreement. Neither the Company nor Princor shall use in advertising, publicly or otherwise the name of the Trusts, MFD or any of their affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Trusts, MFD, or their affiliates without the prior written consent of the relevant Trust or MFD in each instance. The Trusts and MFD shall not use in advertising, publicly or otherwise the name of the Company or any of its affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Company or its affiliates without the prior written consent of the Company in each instance.
4.7. Each Trust and MFD will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in such Trust's registration statement, particularly any change resulting in change to the registration statement or summary prospectus, statutory prospectus or statement of additional information for any Account. Each Trust and MFD will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its summary prospectus, statutory prospectus, statement of additional information or registration statement, in an orderly manner. Each Trust and MFD will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.8. For purposes purpose of this Article IVIV and Article VIII, the phrase "sales literature or other promotional material" includes, includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 4 contracts
Sources: Participation Agreement (Principal Life Insurance Co Separate Account B), Participation Agreement (Principal Life Insurance Co Separate Account B), Participation Agreement (Principal Life Insurance Co Variable Life Sep Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust, the Advisers or their designee, drafts of any language related to the Trust Portfolio(s) used in the prospectus, each piece of sales literature or other promotional material (as defined hereafter) prepared by the Company or any person contracting with the Company to prepare such material in which the Trust, its investment adviser the Advisers or the Distributor Administrator is named described, at least 15 days ten Business Days prior to its use. No such material shall be used if the Distributor Trust, the Advisers, the Administrator or their designee reasonably objects to such use within five (5) Business Days after receipt of such material.. [Great West Life Are the prospectuses and SAIs deleted because the JPMIT Funds are not named or described in them?]
4.2. The Neither the Company nor any person contracting with the Company to prepare sales literature or other promotional material shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesprospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor or its designee Administrator shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Trust in which the Company and/or the Company's Account is named or its Accounts, are described at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust Trust, the Administrator, nor the Distributor Advisers shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and or prospectus may be amended or supplemented from time to time, or in published reports or solicitations for voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company, upon its request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust, upon the Trust's request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in an Account or Contract, promptly after the filing of such documents with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV4, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape videotape, display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
4.8. The Company and its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information of the Trust and in current printed sales literature of the Trust.
Appears in 4 contracts
Sources: Fund Participation Agreement (Variable Annuity-2 Series Account), Fund Participation Agreement (Variable Annuity-2 Series Account), Fund Participation Agreement (Variable Annuity-2 Series Account)
Sales Material and Information. 4.1. Without limiting 3.1 Each of the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause Companies will use its best efforts to be furnished, to the Distributor each piece of ensure that sales literature or and other promotional material (as defined hereafter) prepared by it or on its behalf in which the Trust, its a Fund, any investment adviser or subadviser to any Fund or Manulife Securities (in its capacity as distributor of the Distributor Trust shares) is named at least 15 days prior named, conforms to its use. No such material shall be used if all requirements of all applicable federal and state laws and rules and regulations, including all applicable rules and regulations of the Distributor objects to such use within five National Association of Securities Dealers, Inc. (5) Business Days after receipt of such materialthe "NASD").
4.2. The Company shall not 3.2 Neither of the Companies will give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust shares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission approval of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. 3.3 The Distributor or Trust will use its designee shall furnish, or shall cause best efforts to be furnished, to the Company or its designee, each piece of ensure that sales literature or and other promotional material prepared by the Distributor it or on its behalf in which a Company, the Company and/or Accounts or the Company's Account is named at least 15 days prior Contracts are named, conforms to its use. No such material shall be used if all requirements of all applicable federal and state laws and rules and regulations, including all applicable rules and regulations of the Company or its designee object to such use within five (5) Business Days after receipt of such materialNASD.
4.4. Neither the 3.4 The Trust nor the Distributor shall will not give any information or make any representations or statements on behalf of the Company or concerning the CompanyCompanies, each Account, the Accounts or the Contracts in connection with the sale of Trust shares other than the information or representations contained in a the registration statement statements, prospectuses or prospectus statements of additional information for the Contracts, as such registration statement statements, prospectuses and prospectus statements of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the a Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the a Company or its designee, except with the written permission of the Company or as is required by lawits designee.
4.5. For purposes 3.5 The Trust will provide to each of this Article IVthe Companies at least one complete copy of all registration statements, the phrase "sales literature or prospectuses, statements of additional information, shareholder annual, semi-annual and other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market lettersproxy statements, form lettersapplications for exemptions, seminar textsrequests for no-action letters and any amendments to any of the foregoing, reprints that relate to the Trust or excerpts any Fund promptly after the filing of each such document with the SEC or any other advertisementregulatory authority.
3.6 Each of the Companies will provide to the Trust at least one complete copy of all registration statements, sales literatureprospectuses, statements of additional information, shareholder annual, semi-annual and other reports, solicitations for voting instructions, applications for exemptions, requests for no-action letters and any amendments to any of the foregoing, that relate to its Contracts or published article), educational any of its Accounts promptly after the filing of each such document with the SEC or training materials or any other communications distributed or made generally available to some or all registered representativesregulatory authority.
Appears in 3 contracts
Sources: Participation Agreement (John Hancock Trust), Participation Agreement (John Hancock Life Insurance Co (Usa) Separate Account N), Participation Agreement (Manufacturers Investment Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Trust, Advisor or Distributor or their designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser the Advisor or the Distributor is named and which the form of such material has not been previously reviewed by the Trust, Advisor or Distributor, at least 15 days ten Business Days prior to its use. No such material shall be used if the Trust, the Advisor, the Distributor or their designee reasonably objects to such use use. Such approval shall be presumed given if notice to the contrary is not received by the Company within five (5) Business Days after receipt by the Trust, Distributor or Advisor of such material.
4.2. The Company Except with the permission of the Trust, Distributor or Advisor or their designee, the Company, its affiliates and agents shall not give any information or make any representations or statements on behalf of the Trust Trust, the Distributor or the Advisor or concerning the Trust in connection with Trust, the sale of Distributor or the Contracts Advisor, other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor. This shall not apply to independently created information based on Trust, except with the written permission of the Trust or the Distributor or Advisor information otherwise allowable under this paragraph, but in no case shall the designee of either Company, its affiliates and agents give such information or as is required by lawmake such statements in a context that causes the information, representations or statements to be false or misleading.
4.3. The Trust, Advisor or Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or Company, an Account or Contract is named and which the form of such material has not been previously reviewed by the Company's Account is named , at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use use. Such approval shall be presumed given if notice to the contrary is not received by the Trust, Advisor or Distributor within five (5) Business Days after receipt of such materialby the Company.
4.4. Neither Except with the Trust nor permission of the Distributor Company or its designee, the Trust, the Advisor, and the Distributor, as well as their affiliates and agents, shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee. This shall not apply to independently created information based on Company, except with Account or Contract information otherwise allowable under this paragraph, but in no case shall the written permission of Trust, Distributor, Advisor, their affiliates and/or agents give such information or make such statements in a context that causes the Company information, representations or as is required by lawstatements to be false or misleading.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all sales literature and other promotional materials promptly after the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional materialSALES LITERATURE OR OTHER PROMOTIONAL MATERIAL" includes, but is not limited to, any of the following that refer to the Trust, a form of which has not been previously reviewed by the Trust, Distributor, Advisor or their designee: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials. Internal communications, educational materials and broker-only material may be subject to different requirements.
Appears in 3 contracts
Sources: Participation Agreement (Variable Separate Account of Anchor National Life Insur Co), Participation Agreement (Fs Variable Separate Account), Participation Agreement (Variable Separate Account of Anchor National Life Insur Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's ’s Separate Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Separate Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Separate Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” is defined as that material designated as such by the NASD rules and includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Ing Variable Insurance Trust), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Insurance Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account , ▇▇▇▇▇ Selected Advisers, L.P., or ▇▇▇▇▇ Distributors is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company in connection with the sale of the Contracts other than the information or representations contained in the Company’s registration statement, prospectus or SAI, as that registration statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Company, or in sales literature or other promotional material approved by the Company or its designee or by ▇▇▇▇▇ Distributors, except with the permission of the Company or ▇▇▇▇▇ Distributors.
4.3. The Company, ▇▇▇▇▇ Distributors, or its designee shall furnish, or shall cause to be furnished, to the Insurance Company or its designee, each piece of sales literature or other promotional material in which the Insurance Company or the Account is named at least five Business Days prior to its use. No such material shall be used if the Insurance Company or its designee reasonably objects to such use within five Business Days after receipt of that material.
4.4. Neither the Trust nor the Distributor The Company and ▇▇▇▇▇ Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, each any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such that registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the written permission of the Company or as is required by lawInsurance Company.
4.5. The Company and ▇▇▇▇▇ Distributors shall adopt and implement procedures reasonably designed to ensure that information concerning the Insurance Company, any of its affiliates, or the Contracts which is intended only for use only by brokers or agents selling the shares (i.e., information that is not intended for distribution to shareowners or prospective shareowners) is so used, and neither the Insurance Company nor any of its affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials.
4.6. The Insurance Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Company which is intended only for use by brokers or agents selling the Contracts (i.e. information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Company nor ▇▇▇▇▇ Distributors shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials. The parties hereto agree that this section is not intended to designate or otherwise imply that the Insurance Company is an underwriter or distributor of the Company’s shares.
4.7. The Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.8. The Insurance Company will provide to the Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, solicitation for voting instructions, piece of sales literature and other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relates to the Contracts or the Account, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.9. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material publishedadvertisements, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.10. At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
4.11. ▇▇▇▇▇ Distributors agrees to provide the Insurance Company within five (5) business days after the end of a calendar month, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such calendar month: the Fund’s ten largest portfolio holdings (based on the percentage of the Fund’s net assets); the five industry sectors in which the Fund’s investments are most heavily weighted; the relative proportion of the Fund’s net assets invested in equity, bond, and cash instruments, respectively; the five geographic regions (by country) in which the Fund’s investments are most heavily weighted; and year-to-date SEC standardized performance data. In addition, ▇▇▇▇▇ Distributors agrees to provide to the Insurance Company, within fifteen (15) business days after the end of a calendar quarter, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such quarter: a market commentary from the portfolio manager of such Fund; and a complete list of portfolio holdings (which will not be audited or reconciled against the Fund’s books and records). Also, ▇▇▇▇▇ Distributors agrees to provide to the Insurance Company, with in fifteen (15) business days after a request is submitted to ▇▇▇▇▇ Distributors by the Insurance Company, the following information with respect to each Fund of the Company set forth on Schedule A, each as of the date or dates specified in such request; net asset value; net asset value per share; and other Share information. ▇▇▇▇▇ Distributors acknowledges that such information may be furnished to the Insurance Company’s internal or independent auditors and to the insurance departments of the various jurisdictions in which the Insurance Company does business.
Appears in 3 contracts
Sources: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust prior to use, each piece of sales literature or other promotional material (as defined hereafter) advertising prepared by the Company in which the Trust, its investment adviser the Adviser or the Distributor is named at least 15 days prior to its usedescribed. No such material shall sales literature or advertising will be used if the Trust, the Adviser, or the Distributor reasonably objects to such its use within five ten (510) Business Days after following receipt of such materialby the Trust.
4.2. 4.2 The Company shall not give any information or will not, without the permission of the Trust, make any representations or statements on behalf of the Trust or concerning the Trust in connection with the advertising or sale of the Contracts Contracts, other than the information or representations contained in in: (a) the registration statement or prospectus for the Trust sharesSeries prospectus(es), as such registration statement (b) Series' annual and prospectus may be amended or supplemented from time to time, or in annual or semi-semi annual reports or to shareholders, (c) proxy statements for the TrustSeries, or in or, (d) sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawTrust.
4.3. 4.3 The Distributor or its designee Trust shall furnish, or shall cause to be furnished, to the Company or its designeeprior to use, each piece of sales literature or other promotional material advertising prepared by the Distributor Trust in which the Company and/or Company, the Company's Account is named at least 15 days prior to its useContracts or Separate Accounts, are described. No such material shall sales literature or advertising will be used if the Company or reasonably objects to its designee object to such use within five ten (510) Business Days after following receipt of such materialby the Company.
4.4. 4.4 Neither the Trust nor the Distributor shall give any information or nor the Adviser will, without the permission of the Company, make any representations or statements on behalf of the Company Company, the Contracts, or the Separate Accounts or concerning the Company, each Account, the Contracts or the Contracts Separate Accounts, in connection with the advertising or sale of the Contracts, other than the information or representations contained in a in: (a) the registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time (b) Separate Account reports to timeshareholders, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or (c) in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Fund Participation Agreement (Forethought Life Insurance Co Separate Account A), Fund Participation Agreement (Forethought Life Insurance Co Separate Account A), Fund Participation Agreement (Forethought Life Insurance Co Separate Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's ’s Separate Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Separate Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Separate Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
. 4.5. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” is defined as that material designated as such by the NASD rules and includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its investment adviser the Underwriter or the Distributor Adviser is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if without the Distributor objects prior approval of the Fund or its designee. The Fund shall use its reasonable best efforts to review any such use within five material as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and or prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund which are in the public domain or approved by the Fund for distribution to Fund shareholders, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawFund.
4.3. The Distributor Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s) or Contract(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust Fund, the Underwriter nor the Distributor Adviser shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, offering memorandum or prospectus other disclosure document for the Contracts, as such registration statement and prospectus documents may be amended or supplemented from time to time, or in published reports or proxy statements for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares and are relevant to the Company or the Contracts.
4.6. The Company will provide to the Fund, to the extent applicable, at least one complete copy of all registration statements, prospectuses, statements of additional information, offering memoranda or other disclosure documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to investment in the Fund or the Portfolios under the Contracts.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any ---- written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, offering memoranda, prospectuses, statements of additional information or other disclosure documents, shareholder reports, and proxy materials.
Appears in 3 contracts
Sources: Participation Agreement (Metropolitan Life Separate Account E), Participation Agreement (First Metlife Investors Variable Annuity Account One), Participation Agreement (First Metlife Investors Variable Annuity Account One)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company Insurer shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that Insurer develops or proposes to use and in which the TrustFund (or a Portfolio thereof), its investment adviser Adviser or one of its sub-advisers or the Distributor is named in connection with the Contracts, at least 15 ten (10) business days prior to its use. No such material shall be used if the Distributor Fund objects to such use within five (5) Business Days business days after receipt of such material. Notwithstanding the foregoing, Insurer shall not be required to furnish to the Fund or its designee any sales literature or other promotional material which Insurer receives from the Fund and which is unaltered by Insurer.
4.2. The Company Insurer shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, prospectus or prospectus SAI for the Trust Fund shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Fund or its designee or by the Distributor, except with the written permission of the Trust Fund or the Distributor or the designee of either or as is required by lawDistributor.
4.3. The Fund or the Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeInsurer, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company Insurer and/or the Company's Account its separate account(s) is named at least 15 ten (10) business days prior to its use. No such material shall be used if the Company or its designee object Insurer objects to such use within five (5) Business Days business days after receipt of such material.
4.4. Neither Notwithstanding the foregoing, neither the Trust nor the Distributor shall be required to furnish to the Insurer or its designee any sales literature or other promotional material which the Trusts or the Distributor receives from the Insurer which is unaltered by the Trusts, the Distributor or the Adviser.
4.4. The Fund, the Distributor and the Adviser shall not give any information or make any representations on behalf of the Company Insurer or concerning Insurer, the Company, each Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain sales literature or other promotional material approved by Insurer or its designee, except with the Company permission of Insurer.
4.5. The Fund will provide to Insurer at least one complete copy of any registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for distribution exemptions, requests for no-action letters, and all amendments to Contract owners any of the above, that relate to the Designated Portfolio(s), contemporaneously with the filing of such document(s) with the SEC or participantsFINRA or other regulatory authorities.
4.6. The Insurer shall not give any information or make any representations on behalf of or concerning the Trusts, the Distributor and the Adviser other than the information or representations contained in a registration statement, prospectus or SAI for the Trusts, as the same may be amended or supplemented from time to time, or in sales literature or other promotional material approved by the Company Trusts or its designee, except with the written permission of the Company Trusts and the Distributor. The Insurer shall adopt and implement procedures reasonably designed to ensure that information concerning the Trust, MFD or as any of their affiliates which is required intended for use only by lawbrokers or agents selling the Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used, and neither the Trust, MFD nor any of their affiliates shall be liable for any losses, damages or expenses relating to the improper use of such broker only materials.
4.54.7. Insurer will provide to the Fund at least one complete copy of any registration statements, prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, contemporaneously with the filing of such document(s) with the SEC, FINRA, or other regulatory authority.
4.8. For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and shareholder reports, and proxy materials (including solicitations for voting instructions) and any other material constituting sales literature or advertising under FINRA rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.9. At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 3 contracts
Sources: Fund Participation Agreement (COLI VUL-2 Series Account of Great-West Life & Annuity Insurance Co of New York), Fund Participation Agreement (Coli Vul 2 Series Account), Fund Participation Agreement (COLI VUL-2 Series Account of Great-West Life & Annuity Insurance Co of New York)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof4.2, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material. The Company acknowledges that the Underwriter does not currently intend to prepare sales literature naming the Company or its separate account.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus or prospectus private placement memorandum for the Contracts, as such registration statement and statement, prospectus or private placement memorandum may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Metlife Investors Variable Annuity Account One), Participation Agreement (First Metlife Investors Variable Annuity Account One), Participation Agreement (First Metlife Investors Variable Annuity Account One)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof4.2, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material. The Company acknowledges that the Underwriter does not currently intend to prepare sales literature naming the Company or its separate account.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Cova Variable Annuity Account One), Participation Agreement (Cova Variable Annuity Account Five), Participation Agreement (Paragon Life Insurance Co Separate Account D)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days fifteen business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee of either or as is required by lawUnderwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days fifteen business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Fund will provide to the Company annual and semi-annual reports to shareholders in computer format, if requested by the Company.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.
Appears in 3 contracts
Sources: Participation Agreement (Separate Account One of Northern Life Insurance Co), Participation Agreement (Select Life Variable Account), Participation Agreement (Reliastar Bankers Security Life Insurance Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days fifteen business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee of either or as is required by lawUnderwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days fifteen business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Fund will provide to the Company annual and semi-annual reports to shareholders in computer format, if requested by the Company.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.
Appears in 3 contracts
Sources: Participation Agreement (Occ Accumulation Trust), Participation Agreement (Occ Accumulation Trust), Participation Agreement (Occ Accumulation Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) or a representative sample thereof in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement and Service Agreements (Ing Variable Products Trust), Participation Agreement (Separate Account B of Golden American Life Insurance Co), Participation Agreement (Separate Account B of Golden American Life Insurance Co)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company Companies shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company Companies shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company Companies or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company Companies and/or the each Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company Companies or its designee their designees object to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company Companies or concerning the CompanyCompanies, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company Companies for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company Companies or its designeetheir designees, except with the written permission of the Company Companies or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Security Life Separate Account L1), Participation Agreement (Security Life Separate Account L1), Participation Agreement (Security Life Separate Account L1)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.sales
Appears in 3 contracts
Sources: Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M)
Sales Material and Information. 4.1. 4.1 Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. 4.5 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its MFS, any other investment adviser to the Trust, or the Distributor is named any affiliate of MFS are named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor Trust, MFS, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Trust, MFS, any other investment adviser to the Trust, or any affiliate of MFS or concerning the Trust in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Trust, MFS or its designee or by the Distributortheir respective designees, except with the written permission of the Trust, MFS or their respective designees. The Trust, MFS or their respective designees each agrees to respond to any request for approval on a prompt and timely basis but no later than 10 days after receipt of such request. The Company may not alter any material so provided by the Trust, MFS or their respective designees (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written consent of the Trust and MFS. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Trust, MFS or any of their affiliates which is intended for use only by brokers or agents selling the Distributor Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used. The parties hereto agree that this Section 4.2 is not intended to designate or otherwise imply that the designee Company is an underwriter or distributor of either or as is required by lawthe Trust's shares.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.4. Neither The Trust and MFS shall not give, and agree that the Trust nor the Distributor Underwriter shall give not give, any information or make any representations on behalf of the Company or concerning the Company, each Accountor its affiliates, the Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis but no later than 10 days after receipt of such request. The Trust and MFS may not alter any material so provided by the Company or its designee (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written permission consent of the Company. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFS is an underwriter or distributor of the Policies.
4.5. The Company and the Trust (or its designee in lieu of the Company or the Trust, as appropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to the Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Company and the Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, the Trust or its Shares, and the party that was the subject of the examination shall provide the other party with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6. No party shall use any other party's names, logos, trademarks or service marks, whether registered or unregistered, without the prior written consent of such other party, or after written consent therefor has been revoked, provided that separate consent is not required under this Section 4.6 to the extent that consent to use a party's name, logo, trademark or service ▇▇▇▇ in connection with a particular piece of advertising or sales literature has previously been giving by a party under Sections 4.2 and 4.4 of this Agreement. The Company shall not use in advertising, publicly or otherwise the name of the Trust, MFS or any of their affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Trust, MFS, or their affiliates without the prior written consent of the Trust or MFS in each instance. The Trust and MFS shall not use in advertising, publicly or otherwise the name of the Company or any of its affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Company or its affiliates without the prior written consent of the Company in each instance.
4.7. The Trust and MFS will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Trust's registration statement, particularly any change resulting in change to the registration statement or prospectus or statement of additional information for any Account. The Trust and MFS will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement, in an orderly manner. The Trust and MFS will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.8. For purposes purpose of this Article IVIV and Article VIII, the phrase "sales literature or other promotional material" includes, includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials to the extent, and any other material to the extent, constituting sales literature or advertising under NASD rules, the 1940 Act or the ▇▇▇▇ ▇▇▇.
4.9. The Trust agrees to use its best efforts to provide to the Company within 5 Business Days after the end of a calendar month and shall provide no later than 10 Business Days after the end of a calendar month, the following information with respect to each Portfolio of the Trust set forth on Schedule A, each as of the last Business Day of such calendar month: each Portfolio's 10 largest holdings (based on the percentage of each Portfolio's net assets); the five industry sectors in which each Fund's investments are most heavily weighted; and year-to-date SEC standardized performance data. In addition, the Trust agrees to use its best efforts to provide the Company within 10 Business Days after the end of a calendar quarter and shall provide no later than 15 Business Days after the end of the calendar quarter a market discussion from the portfolio manager of each Portfolio set forth on Schedule A, as of the last Business Day of such quarter. Also, the Trust agrees to provide the Company, the following information with respect to each Fund Set Forth on Schedule A, each as of the date or dates specified in such request: net asset value, net asset value per share; and such other share information as may be agreed by the Company and the Trust from time to time. The Trust acknowledges that such information may be furnished to the Company's internal or independent auditors and to the insurance department in which the Company does business.
Appears in 3 contracts
Sources: Participation Agreement (Ge Capital Life Separate Account Ii), Participation Agreement (Ge Capital Life Separate Account Iii), Participation Agreement (Ge Capital Life Separate Account Ii)
Sales Material and Information. 4.1. 5.1 Without limiting the scope or effect of Section 4.2 hereof5.2, the each Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor Underwriter is named at least 15 10 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. The 5.2 Neither Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by law.
4.3. 5.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the each Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Underwriter in which the any of a Company, a separate account of a Company and/or the Company's Account or a Contract is named at least 15 10 days prior to its use. No such material shall be used if the a Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 5.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the a Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the a Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the a Company or its designee, except with the written permission of the such Company or as is required by law.
4.5. 5.5 For purposes of this Article IVV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 3 contracts
Sources: Master Participation Agreement (Hartford Life Insurance Co Separate Account Three), Master Participation Agreement (Hartford Life Insurance Co Separate Account Vl Ii), Master Participation Agreement (Hartford Life Insurance Co Separate Account Two Dc Var Ac Ii)
Sales Material and Information. 4.1. Without limiting the scope 4.1 The PLAN administrator or effect of Section 4.2 hereof, the Company shall its delegate will furnish, or shall will cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company FUND or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or FUND, or the Company's Account PLAN is named named, at least 15 fifteen (15) days prior to its intended use. No such material shall will be used if the Company FUND or its designee object objects to such intended use within five fifteen (515) Business Days days after receipt of such material.
4.44.2 The PLAN will not give any information or make any representation or statement, or cause such information to be given or representation to be made, on behalf of the FUND or concerning any Portfolio in connection with the sale of FUND shares other than the information or representations contained in the registration statement, prospectus, and SAI for FUND shares, as such registration statement, prospectus, and SAI may be amended or supplemented from time to time, or in reports or proxy materials for the FUND, or in sales literature or other promotional material approved by the FUND or its designee, except with the permission of the FUND or its designee.
4.3 The FUND or its designee will furnish, or will cause to be furnished, to the PLAN administrator or its delegate, each piece of sales literature or other promotional material of the FUND in which the PLAN is named, at least fifteen (15) days prior to its intended use. Neither No such material will be used if the Trust nor the Distributor shall PLAN administrator or its delegate objects to such intended use within fifteen (15) days after receipt of such material.
4.4 The FUND will not give any information or make any representations or statements, or cause such information to be given or representations to be made, on behalf of the Company or concerning the Company, each Account, or the Contracts PLAN other than the information or representations contained in a registration statement or prospectus for the Contractsprospectus, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which the PLAN that are in the public domain or approved by the Company PLAN administrator or its delegate for distribution to Contract owners or participantsPLAN Participants, or in sales literature or other promotional material approved by the Company PLAN administrator or its designeedelegate, except with the written permission of the Company PLAN administrator or as is required by lawits delegate.
4.5. For purposes 4.5 The FUND will provide to the PLAN one complete copy of this Article IVall registration statements, the phrase "prospectuses, SAI's, reports, proxy material, sales literature or and other promotional material" includes, but is not limited toapplications for exemptions, advertisements (requests for no-action letters, and all amendments to any of the above, that relate to the FUND or its shares, contemporaneously with the filing of such as material published, or designed for use in, a newspaper, magazine, document with the SEC or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media)regulatory authorities.
4.6 The PLAN will provide to the FUND one complete copy of all reports, sales literature (i.e. any written communication distributed or made generally available to customers or the publicand other promotional material, including brochuresapplications for exemptions, circulars, research reports, market requests for no-action letters, form lettersand all amendments to any of the above, seminar textsthat relate to the PLAN and the FUND, reprints or excerpts contemporaneously with the filing of any other advertisementsuch document with the SEC, sales literature, or published article), educational or training materials IRS or other communications distributed or made generally available to some or all registered representativesregulatory authorities.
Appears in 3 contracts
Sources: Participation Agreement (Aal Variable Product Series Fund Inc), Participation Agreement (Aal Variable Life Account I), Participation Agreement (Aal Variable Annuity Account Ii)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) that the Company develops and in which the Trust, its investment adviser Trust (or a Fund thereof) or the Distributor Adviser is named at least 15 days prior to its usenamed. No such material shall be used if until approved by the Distributor objects Trust or its designee, and the Trust will use its best efforts for it or its designee to review such use sales literature or promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Fund thereof) or the Adviser is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor Trust and the Adviser, or its designee their designee, shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material prepared by the Distributor that it develops and in which the Company Company, and/or the Company's Account Account, is named at least 15 days prior to its usenamed. No such material shall be used if until approved by the Company, and the Company will use its best efforts to review such sales literature or its designee object to such use promotional material within five (5) Business Days after receipt of such material. Materials not approved or disapproved within five (5) Business Days shall be deemed approved. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or its Account is named, and no such material shall be used if the Company so objects.
4.4. Neither the The Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or prospectus interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement and prospectus statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for each the Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company or as is required by lawCompany.
4.5. For purposes of this Article IVUpon request, the phrase "sales literature or other promotional material" includesTrust will provide to the Company at least one complete copy of all registration statements, but is not limited toprospectuses, advertisements (such as material publishedSAIs, or designed for use inreports, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media)proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Funds or their shares, after the filing of such document(s) with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses (i.e. which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any written communication distributed or made generally available of the above, that relate to customers the Contracts or the publicAccount, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints after the filing of such document(s) with the SEC or excerpts other regulatory authorities. The Company shall provide to the Trust and the Adviser any complaints received from the Contract owners pertaining to the Trust or a Fund.
4.7. The Trust will provide the Company with as much notice as is reasonably practicable of any other advertisementmaterial change in the Trust’s registration statement, sales literatureparticularly any change resulting in a change to the registration statement or prospectus for any Account. The Trust will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesin an orderly manner.
Appears in 3 contracts
Sources: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (Variable Annuity Account A), Participation Agreement (Lincoln Variable Insurance Products Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust, the Adviser or their designee, drafts of the Accounts’ registration statements, prospectuses, statements of additional information, private placement memoranda or other disclosure document (each, an “Offering Document”) and each piece of sales literature or other promotional material (as defined hereafter) prepared by the Company or any person contracting with the Company to prepare such material in which the Trust, its investment adviser the Adviser or the Distributor Administrator is named described, at least 15 days ten Business Days prior to its use. No such material shall be used if the Distributor Trust, the Adviser, the Administrator or their designee reasonably objects to such use within five (5) ten Business Days after receipt of such material.
4.2. The Neither the Company nor any person contracting with the Company to prepare sales literature or other promotional material shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesprospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor or its designee Administrator shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Trust in which the Company and/or the Company's Account is named or its Accounts, are described at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) ten Business Days after receipt of such material.
4.4. Neither the Trust Trust, the Administrator, nor the Distributor Adviser shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus an Offering Document for the Contracts, as such registration statement and prospectus Offering Document may be amended or supplemented from time to time, or in published reports or solicitations for voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company, upon its request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust, upon the Trust’s request, at least one complete copy of all Offering Documents, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in an Account or Contract, contemporaneously with the filing of such documents with the Securities and Exchange Commission or other regulatory authorities or with the first use of such documents to the extent that filing with the SEC or other regulator authorities is not required.
4.7. For purposes of this Article IV4, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, any of the following: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape videotape, display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
4.8. The Company and its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information of the Trust and in current printed sales literature of the Trust.
Appears in 2 contracts
Sources: Fund Participation Agreement (Prudential Variable Contract Account Gi-2), Participation Agreement (Prudential Variable Contract Account Gi-2)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor PFD or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its PIM, any other investment adviser to the Trust, or the Distributor is named any affiliate of PIM are named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor PFD or its designee reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements representation on behalf of the Trust, PIM, any other investment adviser or subadviser to the Trust or any affiliate of PIM and shall not give any information on behalf of the Trust, PlM, any other investment adviser or subadviser to the Trust, or any affiliate of PIM or concerning the Trust or any other such entity in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in published reports for the Trust which are in the public domain., or in sales literature or other promotional material approved by the Trust Trust, PIM, PFD or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Trust, PIM or their respective designees. The Trust, PIM, PFD or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Distributor Trust, PIM, PFD or any of their affiliates which is intended for use only by brokers or agents selling the designee Contracts (i.e., information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Trust, PIM, PFD nor any of either their affiliates shall be liable for any losses, damages or as is required by lawexpenses relating to the improper use of such broker only materials.
4.3. The Distributor or its designee PFD shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor The Trust, PIM and PFD shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts in connection with the sale of the Contracts other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the Contracts, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in reports for the Accounts, or in published reports for each Account the Accounts which are in the public domain or approved by the Company for distribution to Contract owners or participantsdomain, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or as its designee agrees to respond to any request for approval on a prompt and timely basis. The parties hereto agree that this Section 4.4. is required by lawneither intended to designate nor otherwise imply that PIM is an underwriter or distributor of the Contracts.
4.5. The Company and the Trust shall provide, or shall cause to be provided, to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, and all amendments to any of the above, that relate to the Contracts, or to the Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.6. For purposes purpose of this Article IVIV and Article VIII, the phrase "sales literature or other promotional material" includes, includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone telephone, electronic messages or tape recording, videotape display, signs or billboards, motion pictures, or other public media, including, for example, on-line networks such as the Internet or other electronic media), and sales literature (i.e. such as brochures, electronic messages, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and shareholder reports, proxy materials (including solicitations for voting instructions) and any other material constituting sales literature or advertising under the NASD Conduct Rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.7. At the request of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data, access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to the Agreement or any party's obligations under this Agreement.
4.8. Subject to the terms of Sections 4.1 and 4.2 of this Agreement, the Trust (and its Portfolios), PIM and PFD each consents, in connection with the marketing of the Contracts, to the Company's use of their names or other identifying marks, including PIONEER INVESTMENTS(R) and Pioneer's sail logo, in connection with the marketing of the Contracts. The Trust, PIM or PFD or their affiliates may withdraw this authorization as to any particular use of any such name or identifying ▇▇▇▇ at any time: (i) upon a reasonable determination that such use would have a material adverse effect on its reputation or marketing efforts or its affiliates or (ii) if any of the Portfolios of the Trust cease to be available through the Company. Except as set forth in the previous sentence, the Company will not cause or permit, without prior written permission, the use, description or reference to a Pioneer party's name, or to the relationship contemplated in this Agreement, in any advertisement, or promotional materials or activities, including without limitation, any advertisement or promotional materials published, distributed, or made available, or any activity conducted through, the Internet or any other electronic medium.
4.9. PLM will be responsible for calculating the performance information for the Trust. PIM and the Trust agree to provide the Company with Trust performance information on a timely basis to enable the Company to calculate performance information for the Contracts in accordance with applicable state and federal law. The Company will be responsible for calculating the performance information for the Contracts. The Company agrees to provide the Trust with Contract performance information on a timely basis to enable the Trust to disclose performance information for the Contracts in accordance with applicable state and federal law.
Appears in 2 contracts
Sources: Participation Agreement (Riversource of New York Account 8), Participation Agreement (Riversource Variable Life Separate Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor its underwriter is named named, at least 15 days ten Business Days prior to its use. No such The Trust shall approve in writing each piece of material shall be used if used. If, after the Distributor objects initial approval, non-material changes are made to such use within five (5) Business Days after receipt of such materialpiece, no review will be necessary.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its the Distributor or the designee or by the Distributorof either, except with the written permission of the Trust or the Distributor or the designee of either or as is required by laweither.
4.3. 4.3 The Distributor Trust and the Distributor, or its the designee of either, shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s), is/are named at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) ten Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each an Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawits designee.
4.5. 4.5 Upon request, the Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares.
4.6 Upon request, the Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or the Account.
4.7 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material materials published, or designed for use inuse, in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature literature, (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1940 Act, the 1933 Act, or rules thereunder.
Appears in 2 contracts
Sources: Participation Agreement (Riversource of New York Variable Annuity Account), Participation Agreement (Riversource Variable Account 10)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor Underwriter is named named, at least 15 days five Business Days prior to its useuse unless such material is substantially similar to material previously approved by the Trust or its designee. No such material shall be used if the Distributor objects Trust or its designee object to such use within five (5) Business Days business days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trustfund, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by laweither.
4.3. 4.3 The Distributor Trust, Underwriter, or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account(s) is named at least 15 days five Business Days prior to its useuse unless such material is substantially similar to material previously approved by the Company or its designee. No such material shall be used if the Company or its designee object to such use within five (5) Business Days business days after receipt of such material.
4.4. Neither 4.4 The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each the Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. 4.5 The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6 The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, contemporaneously with the filing of such document with the Securities and Exchange Commission.
4.7 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (American Skandia Life Assur Corp Var Acct B Cl 1 Sub Accts), Participation Agreement (Life & Annuity Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustTrust or LASC, its investment adviser or the Distributor any sub-adviser, or LFII is named named, at least 15 fifteen (15) days prior to its use. No such material shall be used if the Distributor objects Trust or its designee object to such use within five fifteen (515) Business Days days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus Prospectus for the Trust shares, as such registration statement and prospectus Prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorLFII, except with the written permission of the Trust or the Distributor LFII or the designee of either or as is required by laweither.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designeedesignees, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Separate Account(s), are named at least 15 fifteen (15) days prior to its use. No such material shall be used if the Company or its designee object to such use within five fifteen (515) Business Days days after receipt of such material.
4.4. Neither the The Trust nor the Distributor and LFII shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, each any Separate Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the such Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each such Separate Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsOwners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemption, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemption, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or any Separate Account, contemporaneously with the filing of such document with the SEC.
4.7. For purposes of this Article IV., the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, letters seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, SAIs, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (Cova Variable Annuity Account One), Participation Agreement (Cova Variable Annuity Account Five)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter, each piece of sales literature or other promotional material (as defined hereafter) that the Company develops and in which the Trust, its investment adviser Trust or the Distributor Underwriter is named named, at least 15 days five (5) Business Days prior to its use. No such material shall be used if until approved by the Distributor objects Underwriter and the Underwriter will use its best efforts to review such use material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within (5) Business Days shall be deemed approved.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesTrust, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is or its separate account(s) or Contracts are named at least 15 days five (5) Business Days prior to its use. No such material shall be used if until approved by the Company or and the Company will use its designee object best efforts to review such use material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within (5) Business Days shall be deemed approved.
4.4. Neither The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, or prospectus SAI for the Contracts, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in the Trust under the Contracts, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (KILICO Variable Annuity Separate Account - 3), Participation Agreement (KILICO Variable Annuity Separate Account - 3)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's ’s Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 2 contracts
Sources: Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co), Participation Agreement (Variable Annuity Acct C of Ing Life Insurance & Annuity Co)
Sales Material and Information. 4.1. Without limiting the scope 4.1 AAL or effect of Section 4.2 hereof, the Company shall its designee will furnish, or shall will cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company FUND or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account FUND or AAL is named named, at least 15 fifteen (15) days prior to its intended use. No such material shall will be used if the Company FUND or its designee object objects to such intended use within five fifteen (515) Business Days days after receipt of such material.
4.44.2 AAL will not give any information or make any representation or statement, or cause such information to be given or representation to be made, on behalf of the FUND or concerning any Portfolio in connection with the sale of the Certificates other than the information or representations contained in the registration statement, prospectus, and SAI for FUND shares, as such registration statement, prospectus, and SAI may be amended or supplemented from time to time, or in reports or proxy materials for the FUND, or in sales literature or other promotional material approved by the FUND or its designee, except with the permission of the FUND or its designee.
4.3 The FUND or its designee will furnish, or will cause to be furnished, to AAL or its designee, each piece of sales literature or other promotional material of the FUND in which AAL and/or its ACCOUNTS is named, at least fifteen (15) days prior to its intended use. Neither the Trust nor the Distributor shall No such material will be used if AAL or its designee objects to such intended use within fifteen (15) days after receipt of such material.
4.4 The FUND will not give any information or make any representations or statements, or cause such information to be given or representations to be made, on behalf of the Company AAL or concerning the CompanyAAL, each Account, its ACCOUNTS or the Contracts its Certificates other than the information or representations contained in a registration statement or prospectus for the Contractssuch Certificates, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which the ACCOUNTS that are in the public domain or approved by the Company AAL for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company AAL or its designee, except with the written permission of the Company AAL or as is required by lawits designee .
4.5. For purposes 4.5 The FUND will provide to AAL one complete copy of this Article IVall registration statements, the phrase "prospectuses, SAIs, reports, proxy material, sales literature or and other promotional material" includes, but is not limited toapplications for exemptions, advertisements (requests for no-action letters, and all amendments to any of the above, that relate to the FUND or its shares, contemporaneously with the filing of such as material published, or designed for use in, a newspaper, magazine, document with the SEC or other periodicalregulatory authorities.
4.6 AAL will provide to the FUND one complete copy of all registration statements, radioprospectuses, televisionSAIs, telephone or tape recordingreports, videotape display, signs or billboards, motion pictures, or other public media)solicitations for voting instructions, sales literature (i.e. any written communication distributed or made generally available to customers or the publicand other promotional material, including brochuresapplications for exemptions, circulars, research reports, market requests for no-action letters, form lettersand all amendments to any of the above, seminar textsthat relate to the ACCOUNTS or its Certificates, reprints or excerpts contemporaneously with the filing of any other advertisement, sales literature, or published article), educational or training materials such document with the SEC or other communications distributed or made generally available to some or all registered representativesregulatory authorities.
Appears in 2 contracts
Sources: Participation Agreement (Aal Variable Life Account I), Participation Agreement (Aal Variable Life Account I)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser Trust or the Distributor is named named, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if without the Distributor objects prior approval of the Trust or its designee. The Trust shall use its reasonable best efforts to review any such use within five material as soon as practicable after receipt and no later than ten (510) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and or prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustTrust which are in the public domain or approved by the Trust for distribution to Trust shareholders, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawTrust.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is its Account(s) or Contract(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five ten (510) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and or prospectus may be amended or supplemented from time to time, or in published reports or proxy statements for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares and are relevant to the Company or the Contracts.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to investment in the Trust or the Portfolios under the Contracts.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (Morgan Stanley Variable Investment Series), Participation Agreement (Morgan Stanley Variable Investment Series)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 Each Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that each Company develops or proposes to use and in which the Trust, its investment adviser Trust (or a Portfolio thereof) or the Distributor is named in connection with each Company’s Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company Companies shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the each Company’s Contracts other than the information or representations contained in the registration statement statement, including the prospectus or prospectus SAI for the Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, Distributor except with the written permission of the Trust or Distributor.
4.3 The Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeeach Company, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company Company’s and/or the each Company's Account ’s separate account(s) is named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the any Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor or the Distributor shall not give any information or make any representations on behalf of the Company Companies or concerning the CompanyCompanies, each AccountCompany’s Account(s), or the each Company’s Contracts other than the information or representations contained in a registration statement statement, including the prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company Companies or its each Company’s designee, except with the written permission of the Company or as is required by laweach Company.
4.5. 4.5 The Trust will provide to the Companies at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or NASD or other regulatory authorities.
4.6 Each Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting Instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to each Company’s Contracts or their Account(s), if requested by the Trust.
4.7 For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements :
a) Advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales .
b) Sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational .
c) Educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
d) Shareholder reports.
e) Proxy materials (including solicitations for voting instructions).
f) Any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.8 At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Participation Agreement (Ing Partners Inc), Fund Participation Agreement (Ing Investors Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company MONY shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with its receipt of net premiums in connection with the sale of the MONY Contracts other than the information or representations contained in or accurately derived from the registration statement Registration Statement, prospectus or prospectus Statement of Additional Information for the Trust sharesTrust, as such registration statement and Registration Statement, prospectus or Statement of Additional Information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor its designees.
4.2. The Trust or the designee of either Distributors, or as is required by law.
4.3. The Distributor or its designee their respective designees, shall furnish, or shall cause to be furnished, to the Company MONY or its designeedesignees, the form of each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account MONY is named at least 15 days prior to its use. No such material shall be used if the Company MONY or its designee designees reasonably object to such its use within five (5) Business Days after receipt of such material.
4.44.3. Neither The Trust and the Trust nor the Distributor Distributors shall not give any information or make any representations on behalf of the Company MONY or concerning MONY, the Company, each Account, or the MONY Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented accurately derived from time to time, or in published reports for each the Account which are in the public domain or approved by the Company MONY for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designeeContractowners, except with the written permission of MONY.
4.4. The Trust shall provide to MONY at least one complete copy of all Registration Statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the Company above, that relate to the Trust or as is required by lawits shares, contemporaneously with the filing of such document with the SEC, the NASD, or other regulatory authorities.
4.5. MONY shall provide to the Trust at least one complete copy of all reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the MONY Contracts or the Account if such document also relates to the Trust, contemporaneously with the filing of such document with the SEC, the NASD, or other regulatory authorities.
4.6. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, including materials published or designed for use in, in a newspaper, magazine, or other periodical, radio, television, telephone or tape or electronic recording, videotape display, signs or billboards, motion pictures, electronic messages or communications or other public media, including a publicly available internet address or website), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articlearticle or internet site or website), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials. However, it is anticipated that materials provided solely: (a) internally to MONY's or a Distributor's own employees or counsel; or (b) to certain designated third parties and that are not designed to be provided or communicated in any manner to the general public (e.g., training materials provided to distributors or agents) will not be filed with the SEC, the NASD, or any state securities or insurance regulatory authorities, although such materials will be prepared in accordance with applicable laws.
Appears in 2 contracts
Sources: Participation Agreement (Mony Variable Account A), Participation Agreement (Mony America Variable Account L)
Sales Material and Information. 4.1. Without limiting 3.1 Each of the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause Companies will use its best efforts to be furnished, to the Distributor each piece of ensure that sales literature or and other promotional material (as defined hereafter) prepared by it or on its behalf in which the Trust, its a Fund, any investment adviser or subadviser to any Fund or the Distributor (in its capacity as principal underwriter of the Trust shares) is named at least 15 days prior named, conforms to its use. No such material shall be used if all requirements of all applicable federal and state laws and rules and regulations, including all applicable rules and regulations of the Distributor objects to such use within five (5) Business Days after receipt of such materialNASD.
4.2. The Company shall not 3.2 Neither of the Companies will give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust shares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission approval of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. 3.3 The Distributor or Trust will use its designee shall furnish, or shall cause best efforts to be furnished, to the Company or its designee, each piece of ensure that sales literature or and other promotional material prepared by the Distributor it or on its behalf in which a Company, the Company and/or Accounts or the Company's Account is named at least 15 days prior Contracts are named, conforms to its use. No such material shall be used if all requirements of all applicable federal and state laws and rules and regulations, including all applicable rules and regulations of the Company or its designee object to such use within five (5) Business Days after receipt of such materialNASD.
4.4. Neither the 3.4 The Trust nor the Distributor shall will not give any information or make any representations or statements on behalf of the Company or concerning the CompanyCompanies, each Account, the Accounts or the Contracts in connection with the sale of Trust shares other than the information or representations contained in a the registration statement statements, prospectuses or prospectus statements of additional information for the Contracts, as such registration statement statements, prospectuses and prospectus statements of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the a Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the a Company or its designee, except with the written permission of the Company or as is required by lawits designee.
4.5. For purposes 3.5 The Trust will provide to each of this Article IVthe Companies at least one complete copy of all registration statements, the phrase "sales literature or prospectuses, statements of additional information, shareholder annual, semi-annual and other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market lettersproxy statements, form lettersapplications for exemptions, seminar textsrequests for no-action letters and any amendments to any of the foregoing, reprints that relate to the Trust or excerpts any Fund promptly after the filing of each such document with the SEC or any other advertisementregulatory authority.
3.6 Each of the Companies will provide to the Trust at least one complete copy of all registration statements, sales literatureprospectuses, statements of additional information, shareholder annual, semi-annual and other reports, solicitations for voting instructions, applications for exemptions, requests for no-action letters and any amendments to any of the foregoing, that relate to its Contracts or published article), educational any of its Accounts promptly after the filing of each such document with the SEC or training materials or any other communications distributed or made generally available to some or all registered representativesregulatory authority.
Appears in 2 contracts
Sources: Participation Agreement (John Hancock Trust), Participation Agreement (John Hancock Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor prior to use, each piece of sales literature or other promotional material (as defined hereafter) advertising prepared by the Company in which the TrustIssuer, its investment adviser or the Distributor is named at least 15 days prior to its usedescribed. No such material shall sales literature or advertising will be used if the Distributor reasonably objects to such its use within five ten (510) Business Days after following receipt of by the Trust. Any failure to respond within such materialperiod shall be deemed to be acquiescence to such usage.
4.2. 4.2 The Company shall not give any information or will not, without the permission of the Distributor, make any representations or statements on behalf of the Trust Distributor or concerning the Trust Issuer or its investment adviser in connection with the advertising or sale of the Contracts Contracts, other than the information or representations contained in in: (a) the registration statement or prospectus for the Trust sharesSeries prospectus(es), as such registration statement (b) Series' annual and prospectus may be amended or supplemented from time to time, or in annual or semi-semi annual reports or to shareholders, (c) proxy statements for the TrustSeries, or in or, (d) sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. 4.3 The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeprior to use, each piece of sales literature or other promotional material advertising prepared by the Distributor in which the Company and/or Company, the Company's Account is named at least 15 days prior to its useContracts or Separate Accounts, are described. No such material shall sales literature or advertising will be used if the Company or reasonably objects to its designee object to such use within five ten (510) Business Days after following receipt of by the Company. Any failure to respond within such materialperiod shall be deemed to be acquiescence to such usage.
4.4. 4.4 Neither the Trust American Century nor the Distributor shall give any information Issuer or its investment adviser will, without the permission of the Company, make any representations or statements on behalf of the Company Company, the Contracts, or the Separate Accounts or concerning the Company, each Account, the Contracts or the Contracts Separate Accounts, in connection with the advertising or sale of the Contracts, other than the information or representations contained in a in: (a) the registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time (b) Separate Account reports to timeshareholders, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or (e) in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 2 contracts
Sources: Fund Participation Agreement (Talcott Resolution Life Insurance Co Separate Account Seven), Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company 4.1 MMLIC shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that MMLIC develops or proposes to use and in which the Trust, its investment adviser Trust (or a Portfolio thereof) or the Distributor is named in connection with the Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company 4.2 MMLIC shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, including the prospectus or prospectus SAI for the Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, Distributor except with the written permission of the Trust or Distributor.
4.3 The Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeMMLIC, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company MMLIC and/or the Company's Account its separate account(s) is named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object MMLIC objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor or the Distributor shall not give any information or make any representations on behalf of the Company MMLIC or concerning MMLIC, the Company, each Account, or the Contracts other than the information or representations contained in a registration statement statement, including the prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company MMLIC or its designee, except with the written permission of the Company or as is required by lawMMLIC.
4.5. 4.5 The Trust will provide to MMLIC at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or NASD or other regulatory authorities.
4.6 MMLIC will provide to the Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting Instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, if requested by MMLIC.
4.7 For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements :
a) Advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales .
b) Sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational .
c) Educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
d) Shareholder reports.
e) Proxy materials (including solicitations for voting instructions).
f) Any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1940 Act.
4.8 At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Fund Participation Agreement (Massachusetts Mutual Variable Annuity Separate Account 4), Fund Participation Agreement (Ing Variable Products Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, or in shareholder reports of the Fund except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee Underwriter agree to respond to any request for approval within ten Business Days of either or as is required by lawreceipt of such request.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval within ten Business Days of receipt of such request.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.
Appears in 2 contracts
Sources: Participation Agreement (Sun Life of Canada U S Variable Account F), Participation Agreement (Occ Accumulation Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Insurance Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account , ▇▇▇▇▇ Selected Advisers, L.P., or ▇▇▇▇▇ Distributors is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt of such material.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company in connection with the sale of the Contracts other than the information or representations contained in the Company's registration statement, prospectus or SAI, as that registration statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Company, or in sales literature or other promotional material approved by the Company or its designee or by ▇▇▇▇▇ Distributors, except with the permission of the Company or ▇▇▇▇▇ Distributors.
4.3. The Company, ▇▇▇▇▇ Distributors, or its designee shall furnish, or shall cause to be furnished, to the Insurance Company or its designee, each piece of sales literature or other promotional material in which the Insurance Company or the Account is named at least five Business Days prior to its use. No such material shall be used if the Insurance Company or its designee reasonably objects to such use within five Business Days after receipt of that material.
4.4. Neither the Trust nor the Distributor The Company and ▇▇▇▇▇ Distributors shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, each any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such that registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the written permission of the Company or as is required by lawInsurance Company.
4.5. The Company and ▇▇▇▇▇ Distributors shall adopt and implement procedures reasonably designed to ensure that information concerning the Insurance Company, any of its affiliates, or the Contracts which is intended only for use only by brokers or agents selling the shares (i.e., information that is not intended for distribution to shareowners or prospective shareowners) is so used, and neither the Insurance Company nor any of its affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials.
4.6. The Insurance Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Company which is intended only for use by brokers or agents selling the Contracts (i.e. information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Company nor ▇▇▇▇▇ Distributors shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials. The parties hereto agree that this section is not intended to designate or otherwise imply that the Insurance Company is an underwriter or distributor of the Company's shares.
4.7. The Company will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Company or its shares, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.8. The Insurance Company will provide to the Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, solicitation for voting instructions, piece of sales literature and other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relates to the Contracts or the Account, contemporaneously with the filing of the document with the SEC, the NASD, or other regulatory authorities.
4.9. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material publishedadvertisements, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.10. At the request of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
4.11. ▇▇▇▇▇ Distributors agrees to provide the Insurance Company within five (5) business days after the end of a calendar month, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such calendar month: the Fund's ten largest portfolio holdings (based on the percentage of the Fund's net assets); the five industry sectors in which the Fund's investments are most heavily weighted; the relative proportion of the Fund's net assets invested in equity, bond, and cash instruments, respectively; the five geographic regions (by country) in which the Fund's investments are most heavily weighted; and year-to-date SEC standardized performance data. In addition, ▇▇▇▇▇ Distributors agrees to provide to the Insurance Company, within fifteen (15) business days after the end of a calendar quarter, the following information with respect to each Fund of the Company set forth on Schedule C, each as of the last business day of such quarter: a market commentary from the portfolio manager of such Fund; and a complete list of portfolio holdings (which will not be audited or reconciled against the Fund's books and records). Also, ▇▇▇▇▇ Distributors agrees to provide to the Insurance Company, with in fifteen (15) business days after a request is submitted to ▇▇▇▇▇ Distributors by the Insurance Company, the following information with respect to each Fund of the Company set forth on Schedule A, each as of the date or dates specified in such request; net asset value; net asset value per share; and other Share information. ▇▇▇▇▇ Distributors acknowledges that such information may be furnished to the Insurance Company's internal or independent auditors and to the insurance departments of the various jurisdictions in which the Insurance Company does business.
Appears in 2 contracts
Sources: Participation Agreement (Ml of New York Variable Annuity Separate Account A), Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Trust, Advisor or Distributor or their designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser the Advisor or the Distributor is named and which the form of such material has not been previously reviewed by the Trust, Advisor or Distributor, at least 15 days ten Business Days prior to its use. No such material shall be used if the Trust, the Advisor, the Distributor or their designee reasonably objects to such use use. Such approval shall be presumed given if notice to the contrary is not received by the Company within five (5) Business Days after receipt by the Trust, Distributor or Advisor of such material.
4.2. The Company Except with the permission of the Trust, Distributor or Advisor or their designee, the Company, its affiliates and agents shall not give any information or make any representations or statements on behalf of the Trust Trust, the Distributor or the Advisor or concerning the Trust in connection with Trust, the sale of Distributor or the Contracts Advisor, other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor. This shall not apply to independently created information based on Trust, except with the written permission of the Trust or the Distributor or Advisor information otherwise allowable under this paragraph, but in no case shall the designee of either Company, its affiliates and agents give such information or as is required by lawmake such statements in a context that causes the information, representations or statements to be false or misleading.
4.3. The Trust, Advisor or Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or Company, an Account or Contract is named and which the form of such material has not been previously reviewed by the Company's Account is named , at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use use. Such approval shall be presumed given if notice to the contrary is not received by the Trust, Advisor or Distributor within five (5) Business Days after receipt of such materialby the Company.
4.4. Neither Except with the Trust nor permission of the Distributor Company or its designee, the Trust, the Advisor, and the Distributor, as well as their affiliates and agents, shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee. This shall not apply to independently created information based on Company, except with Account or Contract information otherwise allowable under this paragraph, but in no case shall the written permission of Trust, Distributor, Advisor, their affiliates and/or agents give such information or make such statements in a context that causes the Company information, representations or as is required by lawstatements to be false or misleading.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all sales literature and other promotional materials promptly after the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional materialSALES LITERATURE OR OTHER PROMOTIONAL MATERIAL" includes, but is not limited to, any of the following that refer to the Trust, a form of which has not been previously reviewed by the Trust, Distributor, Advisor or their designee: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (Variable Separate Account of Anchor National Life Insur Co), Participation Agreement (Fs Variable Separate Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor each Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the such Trust, its MFS, any other investment adviser to such Trust, or the Distributor any affiliate of MFD is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor such Trust, MFD, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations representation or statements statement on behalf of the any Trust, MFS, or other investment adviser to any Trust, or any affiliate of MFD, or make any representation or statement concerning such Trust or concerning the Trust any other such entity in connection with the sale of the Contracts Policies, other than the information or representations contained in in: (i) the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual ; (ii) reports or proxy statements for the such Trust, ; or in (iii) sales literature or other promotional material provided or approved by the Trust such Trust, MFD or its designee or by the Distributortheir respective designees, except except, in any case, with the written permission of such Trust, MFD or their respective designees. Each Trust and MFD agrees to respond, or to cause their respective designees to respond, to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning a Trust, MFD or any of their affiliates which is intended for use only by brokers or agents selling the Trust Policies (i.e., information that is not intended for distribution to Policy holders or prospective Policy holders) is so used, and neither the Distributor Trusts, MFD nor any of their affiliates shall be liable for any losses, damages or expenses relating to the designee improper use of either or as is required by lawsuch broker- only materials.
4.3. The Distributor Each Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if until the Company or its designee object to such use provides written approval for its use, generally within five three (53) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor The Trusts and MFD shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. The Company agrees to respond, or cause its designee to respond, to any request for approval on a prompt and timely basis. The Trusts and MFD may not alter any material so provided by the Company or its designee (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written permission consent of the Company. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFD is an underwriter or distributor of the Policies.
4.5. The Company and each Trust (or its designee in lieu of the Company or such Trust, as appropriate) will each provide to the other, upon request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to such Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Company and a Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Policies, such Trust or its Shares, and the party that was the subject of the examination shall provide the other party with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.6. No party shall use any other party’s names, logos, trademarks or service marks, whether registered or unregistered, without the prior written consent of such other party, or after written consent therefor has been revoked, provided that separate consent is not required under this Section 4.6 to the extent that consent to use a party’s name, logo, trademark or service ▇▇▇▇ in connection with a particular piece of advertising or sales literature has previously been given by a party under Sections 4.2 and 4.4 of this Agreement. The Company shall not use in advertising, publicly or otherwise the name of the Trusts, MFD or any of their affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Trusts, MFD, or their affiliates without the prior written consent of the relevant Trust or MFD in each instance. The Trusts and MFD shall not use in advertising, publicly or otherwise the name of the Company or any of its affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Company or its affiliates without the prior written consent of the Company in each instance.
4.7. Each Trust and MFD will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in such Trust’s registration statement, particularly any change resulting in change to the registration statement or summary prospectus, statutory prospectus or statement of additional information for any Account. Each Trust and MFD will cooperate with the Company so as to enable the Company to solicit proxies from Policy holders or to make changes to its summary prospectus, statutory prospectus, statement of additional information or registration statement, in an orderly manner. Each Trust and MFD will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.8. For purposes purpose of this Article IVIV and Article VIII, the phrase "“sales literature or other promotional material" includes, ” includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, website, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 2 contracts
Sources: Participation Agreement (Separate Account Va Bny), Participation Agreement (Separate Account Va Bny)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor each Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the such Trust, its MFS, any other investment adviser to such Trust, or the Distributor any affiliate of MFD is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Distributor such Trust, MFD, or their respective designees reasonably objects to such use within five three (53) Business Days after receipt of such material. Notwithstanding the foregoing, the Trusts and MFD consent to the use of the full and proper name of the Funds and the logo for MFS in sales literature, other promotional material, prospectuses, product brochures and other materials without any prior notice to or consent from the Trusts and MFD, provided such materials include customary attribution of trademarks.
4.2. The Company shall not give any information or make any representations representation or statements statement on behalf of the any Trust, MFS, or other investment adviser to any Trust, or any affiliate of MFD, or make any representation or statement concerning such Trust or concerning the Trust any other such entity in connection with the sale of the Contracts Policies, other than the information or representations contained in in: (i) the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual ; (ii) reports or proxy statements for the such Trust, ; or in (iii) sales literature or other promotional material provided or approved by the Trust such Trust, MFD or its designee or by the Distributortheir respective designees, except except, in any case, with the written permission of such Trust, MFD or their respective designees. Each Trust and MFD agrees to respond, or to cause their respective designees to respond, to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning a Trust, MFD or any of their affiliates which is intended for use only by brokers or agents selling the Trust Policies (i.e., information that is not intended for distribution to Policy holders or prospective Policy holders) is so used, and neither the Distributor Trusts, MFD nor any of their affiliates shall be liable for any losses, damages or expenses relating to the designee improper use of either or as is required by lawsuch broker- only materials.
4.3. The Distributor Each Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days three (3) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five three (53) Business Days after receipt of such material.
4.4. Neither the Trust nor the Distributor The Trusts and MFD shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. The Company agrees to respond, or cause its designee to respond, to any request for approval on a prompt and timely basis. The Trusts and MFD may not alter any material so provided by the Company or its designee (including, without limitation, presenting or delivering such material in a different medium, e.g., electronic or internet) without the prior written permission consent of the Company. The parties hereto agree that this Section 4.4. is neither intended to designate nor otherwise imply that MFD is an underwriter or distributor of the Policies.
4.5. The Company and each Trust (or its designee in lieu of the Company or such Trust, as appropriate) will each provide to the other, upon request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to such Trust or its Shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. The Company shall promptly inform the Trust of the results of any examination of the Company or the Accounts by the SEC (or other regulatory authorities) that relates to the Trust or its Shares, and shall provide the Trust with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination. The Trust shall promptly inform the Company of the results of any examination by the SEC of the Trust or its Shares (or other regulatory authorities) that relates to the Policies, and the Trust shall provide the Company with a copy of relevant portions of any “deficiency letter” or other correspondence or written report regarding any such examination.
4.6. Except as permitted by Section 4.1, no party shall use any other party’s names, logos, trademarks or service marks, whether registered or unregistered, without the prior written consent of such other party, or after written consent therefor has been revoked, provided that separate consent is not required under this Section 4.6 to the extent that consent to use a party’s name, logo, trademark or service ▇▇▇▇ in connection with a particular piece of advertising or sales literature has previously been given by a party under Sections 4.2 and 4.4 of this Agreement. The Company shall not use in advertising, publicly or otherwise the name of the Trusts, MFD or any of their affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Trusts, MFD, or their affiliates without the prior written consent of the relevant Trust or MFD in each instance. The Trusts and MFD shall not use in advertising, publicly or otherwise the name of the Company or any of its affiliates nor any trade name, trademark, trade device, servicemark, symbol or any abbreviation, contraction or simulation thereof of the Company or its affiliates without the prior written consent of the Company in each instance.
4.7. Each Trust and MFD will provide the Company with as much notice as is required by lawreasonably practicable of any proxy solicitation for any Portfolio, and of any material change in such Trust’s registration statement, particularly any change resulting in change to the registration statement or summary prospectus, statutory prospectus or statement of additional information for any Account. Each Trust and MFD will cooperate with the Company so as to enable the Company to solicit proxies from Policy holders or to make changes to its summary prospectus, statutory prospectus, statement of additional information or registration statement, in an orderly manner. Each Trust and MFD will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for such prospectuses.
4.54.8. For purposes purpose of this Article IVIV and Article VIII, the phrase "“sales literature or other promotional material" includes, ” includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, website, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 2 contracts
Sources: Participation Agreement (Mutual of America Separate Account No 3), Participation Agreement (Mutual of America Separate Account No 2)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company 4.1 CML shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that CML develops or proposes to use and in which the Trust, its investment adviser Trust (or a Portfolio hereof) or the Distributor is named in connection with the Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company 4.2 CML shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, including the prospectus or prospectus SAI for the Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, Distributor except with the written permission of the Trust or Distributor.
4.3 The Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCML, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company CML and/or the Company's Account its separate account(s) is named at least 15 days ten (10) business Days prior to its use. No such material shall be used if the Company or its designee object CML objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor or the Distributor shall not give any information or make made any representations on behalf of the Company CML or concerning CML, the Company, each Account, or the Contracts other than the information or representations contained in a registration statement statement, including the prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company CML or its designee, except with the written permission of the Company or as is required by lawCML.
4.5. 4.5 The Trust will provide to CML at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s) within a reasonable period of time following the filing of such documents(s) with the SEC or NASD or other regulatory authorities.
4.6 CML will provide to the Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting Instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, it requested by CML.
4.7 For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements :
a) Advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales .
b) Sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational .
c) Educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
d) Shareholder reports.
e) Proxy materials (including solicitations for voting instructions).
f) Any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1940 Act.
4.8 At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Fund Participation Agreement (C M Multi Account A), Fund Participation Agreement (C M Multi Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser Trust or the Distributor Trust's investment manager, sub-advisers or Underwriter is named named, at least 15 days five Business Days prior to its use. No such material shall be used if the Distributor Trust or the Underwriter reasonably objects in writing to such use within five (5) Business Days after receipt of such material.
4.2. The Company represents and agrees that sales literature for the Contracts prepared by the Company or its affiliates will be consistent with every law, rule, and regulation of any regulatory agency or self-regulatory agency that applies to the Contracts or to the sale of the Contracts, including, but not limited to, NASD Conduct Rule 2210 and IM-2210-2 thereunder.
4.3. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, shares as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter. The Trust and the Underwriter agree to respond to any request for approval on a prompt and timely basis. The Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Trust, the Underwriter, or any of their affiliates which is intended for use by brokers or agents selling the Contracts (I.E., information that is not intended for distribution to Contract owners or prospective Contract owners) is so used, and neither the Trust, the Underwriter, nor any of their affiliates shall be liable for any losses, damages, or expenses relating to the improper use of such broker only materials by agents of the Company or its affiliates who are unaffiliated with the Trust or the designee Underwriter. The parties hereto agree that this Section 4.3 is not intended to designate nor otherwise imply that the Company is an underwriter or distributor of either or as is required by lawthe Trust's shares.
4.34.4. The Distributor Trust or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or Company, its Separate Account, or the Company's Account is named Contracts are named, at least 15 days five Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days after receipt of such material.
4.44.5. Neither The Trust represents and agrees that sales literature for the Trust nor prepared by the Distributor Trust or its affiliates in connection with the sale of the Contracts will be consistent with every law, rule, and Regulation of any regulatory agency or self regulatory agency that applies to the Trust or to the sale of Trust shares, including, but not limited to, NASD Conduct Rule 2210 and IM-2210-2 thereunder.
4.6. The Trust and the Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Separate Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Separate Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company agrees to respond to any request for approval on a prompt and timely basis. The Trust and the Underwriter shall ▇▇▇▇ information produced by or as on behalf of the Trust "FOR BROKER USE ONLY" if it is required intended for use only by lawbrokers or agents selling the Contracts (I.E., information that is not intended for distribution to Contract owners or prospective Contract owners)`, and neither the Company nor any of its affiliates shall be liable for any losses, damages, or expenses arising on account of the use by brokers of such information with third parties in the event that is not so marked.
4.54.7. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, within 20 Business Days of the filing of such document with the SEC or other regulatory authorities. The Trust or Underwriter shall promptly inform the Company of the results of any examination by the SEC (or other regulatory authorities) that relates to the Trust, and the Trust or Underwriter shall provide the Company with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.8. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Trust within 20 Business Days of the filing of such document with the SEC or other regulatory authorities. The Company shall promptly inform the Trust of the results of any examination by the SEC (or other regulatory authorities) that relates to the Contracts and their investment in the Trust, and the Company shall provide the Trust with a copy of relevant portions of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.9. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD Conduct Rules, the 1940 Act or the 1933 Act.
▇.▇▇. ▇▇▇▇▇ or Underwriter will provide a signed compliance report, as reasonably requested by Company or its designee, on a quarterly basis to include but not limited to: 817(h), subchapter M, and Prospectus guidelines Trust or Underwriter will provide fund statistics and commentaries (as reasonably required by Company) in electronic format each calendar quarter, no later than the 15th of the month following quarter-end.
Appears in 2 contracts
Sources: Participation Agreement (Lincoln Life Variable Annuity Account W), Participation Agreement (Lincoln National Variable Annuity Account C)
Sales Material and Information. 4.1. Without limiting The Distributor will provide the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Companies on a timely basis with investment performance information for each piece of sales literature or other promotional material (as defined hereafter) Designated Portfolio in which the Companies maintain a subaccount of the Account, including total return for the preceding calendar month and calendar quarter, the calendar year to date, and the prior one-year, five-year, and ten year (or life of the Trust) periods. The Companies may, its investment adviser based on the SEC mandated information supplied by the Distributor, prepare communications for contractowners ("Contractowner Materials"). The Companies will provide copies of all Contractowner Materials concurrently with their first use for the Distributor's internal recordkeeping purposes. It is understood that neither the Distributor nor any Designated Portfolio will be responsible for errors or omissions in, or the Distributor is named at least 15 days prior content of, Contractowner Materials except to its use. No such material shall be used if the extent that the error or omission resulted from information provided by or on behalf of the Distributor objects or the Designated Portfolio. Any printed information that is furnished to such use within five the Companies pursuant to this Agreement other than each Designated Portfolio's prospectus or statement of additional information (5) Business Days after receipt or information supplemental thereto), periodic reports and proxy solicitation materials is the Distributor's sole responsibility and not the responsibility of such materialany Designated Portfolio or the Trust. The Companies agree that the Portfolios, the shareholders of the Portfolios and the officers and governing Board of the Trust will have no liability or responsibility to the Companies in these respects.
4.2. The Company shall Companies will not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust shares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature published reports for the Trust which are in the public domain or other promotional material approved by the Trust or its designee the Distributor for distribution, or in sales literature or other material provided by the Trust, Adviser or by the Distributor, except with the written permission of the Trust Distributor. Any piece of sales literature or other promotional material intended to be used by the Companies which require the permission of the Distributor prior to use will be furnished by Companies to the Distributor, or its designee, at least ten (10) business days prior to its use. No such material will be used if the designee of either Distributor reasonably objects to such use within five (5) business days after receipt. Nothing in this Section 4.2 will be construed as preventing the Companies or as is required by laweach Companies' employees or agents from giving advice on investment in the Trust.
4.3. The Trust, the Adviser or the Distributor or its designee shall will furnish, or shall will cause to be furnished, to the Company Companies or its each Companies' designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Companies or each Companies' Account is named named, at least 15 ten (10) business days prior to its use. No such material shall will be used if the Company or its designee Companies reasonably object to such use within five (5) Business Days business days after receipt of such material.
4.4. Neither The Trust, the Trust nor Adviser and the Distributor shall will not give any information or make any representations or statements on behalf of the Company Companies or concerning the CompanyCompanies, each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account or the Contracts which are in the public domain or approved by the Company Companies for distribution to Contract owners or participantscontractowners, or in sales literature or other promotional material approved provided by the Company or its designeeCompanies, except with the written permission of the Company or as is required by lawCompanies. The Companies agree to respond to any request for approval on a prompt and timely basis.
4.5. The Trust will provide to the Companies at least one complete copy of all registration statements, prospectuses, statements of additions information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the SEC, the NASD or other regulatory authority.
4.6. The Companies will each provide to the Trust at least one complete copy of all registration statements, prospectuses or statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC, the NASD or other regulatory authority.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (e.g., on-line networks such as the Internet or other electronic messages), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, advertisements sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1940 ▇▇▇.
4.8. The Trust and the Distributor hereby consent to the Companies' use of the names Pilgrim Variable Products Trust, Pilgrim Investments, Inc., the portfolio names designated on Schedule B or other designated names as may be used from time to time in connection with the marketing of the Contracts, subject to the terms of Sections 4.1 and 4.2 of this Agreement. Such consent will terminate with the termination of this Agreement.
Appears in 2 contracts
Sources: Participation Agreement (Reliastar Bankers Security Life Insurance Co), Participation Agreement (Reliastar Bankers Security Life Insurance Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor is named named, at least 15 days twenty Business Days prior to its use. No such material shall be used if the Distributor Trust or its designee reasonably objects to such use within five (5) ten Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorAdviser, except with the written permission of the Trust or the Distributor Adviser or the designee of either or as is required by laweither.
4.3. The Distributor Trust, Adviser, or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s), is named at least 15 days twenty Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) ten Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (Transamerica Corporate Separate Account Sixteen), Participation Agreement (WRL Series Life Corporate Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustTrust is named, its investment adviser or the Distributor is named at least 15 days five (5) Business Days prior to its useuse by the Company. No such material shall be used by the Company if the Distributor Trust or its designee objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustTrust which are in the public domain or approved by the Trust for distribution to Contract owners, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3Trust. The Distributor Trust or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.3 The Trust shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account Accounts is named named, at least 15 days five (5) Business Days prior to its useuse by the Trust. No such material shall be used by the Trust if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 The Trust nor the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account the Accounts which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or as is required by lawits designee agrees to respond to any request for approval on a prompt and timely basis.
4.54.5 The Company and the Trust may each request that the other provide at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for "no-action" letters, and all amendments to any of the above, that relate to the Contracts, or to the Trust or its shares, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authority. The Company or Trust shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authority) that relates to the Contracts, the Trust or its shares, and the party that was the subject of the examination shall provide the other party with a copy of any "deficiency letter" or other correspondence or written report regarding any such examination.
4.6 For purposes of this Article IV4, the phrase "sales literature or other promotional material" includes, but is not limited to, means advertisements (such defined as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, telephone directories (other than routine listings), electronic or other public media), sales literature (i.e. defined as any written or electronic communication distributed or made generally available to customers or the publicpublic that is not an advertisement as defined above, including brochuresincluding, but not limited to, circulars, research reports, market letters, performance reports or summaries, form letters, telemarketing scripts, seminar texts, and reprints or excerpts of any other advertisement, sales literature, literature or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 2 contracts
Sources: Participation Agreement (State Farm Variable Product Trust), Participation Agreement (State Farm Variable Product Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust, the Advisers or their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material (as defined hereafter) prepared by the Company or any person contracting with the Company to prepare such material in which the Trust, its investment adviser the Advisers or the Distributor Administrator is named described, at least 15 days ten Business Days prior to its use. No such material shall be used if the Distributor Trust, the Advisers, the Administrator or their designee reasonably objects to such use within five (5) ten Business Days after receipt of such material. Educational or training materials or other communications distributed to or made generally available to some or all agents or employees will only be provided upon request of the Trust.
4.2. The Neither the Company nor any person contracting with the Company to prepare sales literature or other promotional material shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesprospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports to shareholders or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor or its designee Administrator shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor Trust in which the Company and/or the Company's Account is named or its Accounts, are described at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) ten Business Days after receipt of such material.
4.4. Neither the Trust Trust, the Administrator, nor the Distributor Advisers shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and or prospectus may be amended or supplemented from time to time, or in published reports or solicitations for voting instruction for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company, upon its request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust, upon the Trust's request, at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in an Account or Contract, prior to with the filing of such documents with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV4, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, telephone or tape recording, videotape videotape, display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), and educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
4.8. The Company and its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information of the Trust and in current printed sales literature of the Trust.
Appears in 2 contracts
Sources: Fund Participation Agreement (Horace Mann Life Insurance Co Separate Account), Fund Participation and Service Agreement (Horace Mann Life Insurance Co Separate Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor each Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that the Company develops or proposes to use and in which the Trust, its investment adviser each Trust (or a Portfolio thereof) or the Distributor is named in connection with the Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor each Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the any Trust in connection with the sale of the Contracts other than the information or representations contained in the respective registration statement statements, including the prospectus or prospectus SAI for the each Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the each Trust or the Distributor except with the permission of each Trust or the designee of either or as is required by lawDistributor.
4.3. The 4.3 Each Trust or the Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s) is named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 Each Trust nor or the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Account(s), or the Contracts other than the information or representations contained in a registration statement statement, including the prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. 4.5 Each Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or FINRA or other regulatory authorities.
4.6 The Company will provide to each Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting Instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account(s), if requested by the Company.
4.7 For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements :
a) Advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales .
b) Sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational .
c) Educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
d) Shareholder reports.
e) Proxy materials (including solicitations for voting instructions).
f) Any other material constituting sales literature or advertising under the FINRA rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.8 At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Participation Agreement (Separate Account Va Bny), Participation Agreement (Separate Account Va B)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company The Insurance Parties shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that the Insurance Parties develop or propose to use and in which the TrustTrust (or a Portfolio thereof), its investment adviser Adviser or one of its sub-advisers or the Distributor is named in connection with the Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company Insurance Parties shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement statement, prospectus or prospectus SAI for the Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust Trust, Distributor or its designee or by the DistributorAdviser, except with the written permission of the Trust or the Trust, Distributor or the designee of either or as is required by lawAdviser.
4.3. The Trust, the Distributor or its designee the Adviser shall furnish, or shall cause to be furnished, to the Company or its designeeThe Insurance Parties, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company Insurance Parties and/or the Company's Account is their separate account(s) are named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee Insurance Parties object to such use within five (5) Business Days after receipt of such material.
4.4. Neither The Trust and the Trust nor the Distributor Adviser shall not give any information or make any representations on behalf of the Company Insurance Parties or concerning the CompanyInsurance Parties, each Accountthe Accounts, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company Insurance Parties or its their designee, except with the written permission of the Company or as is required by lawInsurance Parties.
4.5. The Trust will provide to the Insurance Parties at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s), contemporaneously with the filing of such document(s) with the SEC or FINRA or other regulatory authorities.
4.6. The Insurance Parties will provide to the Trust at least one complete copy of all sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Accounts, contemporaneously with the filing of such document(s) with the SEC, FINRA, or other regulatory authority.
4.7. For purposes of this Article IVArticles IV and VII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and shareholder reports, and proxy materials (including solicitations for voting instructions) and any other material constituting sales literature or advertising under the FINRA rules, the 1933 Act or the ▇▇▇▇ ▇▇▇.
4.8. At the request of any Party to this Agreement, each other Party will make available to the other Party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any Party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Trust Participation Agreement (COLI VUL-2 Series Account of Great-West Life & Annuity Insurance Co of New York), Trust Participation Agreement (Coli Vul 2 Series Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor each Trust or its designee, a copy of each piece of sales literature or other promotional material (as defined hereafter) that the Company develops or proposes to use and in which the Trust, its investment adviser each Trust (or a Portfolio thereof) or the Distributor is named in connection with the Contracts, at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Distributor each Trust objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the either Trust in connection with the sale of the Contracts other than the information or representations contained in the respective registration statement statements, including the prospectus or prospectus SAI for the each Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the each Trust or the Distributor except with the permission of each Trust or the designee of either or as is required by lawDistributor.
4.3. The 4.3 Each Trust or the Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, a copy of each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s) is named at least 15 days ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. Neither the 4.4 Each Trust nor or the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Account, or the Contracts other than the information or representations contained in a registration statement statement, including the prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. 4.5 Each Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or FINRA or other regulatory authorities.
4.6 The Company will provide to each Trust at least one complete copy of all registration statements, prospectuses, SAIs, reports, solicitations for voting Instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account, if requested by the Trust.
4.7 For purposes of this Article IVArticles IV and VIII, the phrase "“sales literature or and other promotional material" ” includes, but is not limited to, advertisements :
(a) Advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media; e.g., on-line networks such as the Internet or other electronic media), sales .
(b) Sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational .
(c) Educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
(d) Shareholder reports.
(e) Proxy materials (including solicitations for voting instructions).
(f) Any other material constituting sales literature or advertising under the FINRA rules, the 1933 Act or the 1940 Act.
4.8 At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested in connection with compliance and regulatory requirements related to this Agreement or any party’s obligations under this Agreement.
Appears in 2 contracts
Sources: Fund Participation Agreement (SBL Variable Annuity Account Xiv), Fund Participation Agreement (Variable Annuity Account A)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the TrustING VPI, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust ING VPI or concerning the Trust ING VPI in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust ING VPI shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustING VPI, or in sales literature or other promotional material approved by the Trust ING VPI or its designee or by the Distributor, except with the written permission of the Trust ING VPI or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such material.
4.4. Neither the Trust ING VPI nor the Distributor shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by law.
4.5. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 2 contracts
Sources: Participation Agreement (Reliastar Select Life Variable Account), Participation Agreement (Ing Variable Portfolios Inc)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company MONY shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with its receipt of net premiums in connection with the sale of the MONY Contracts other than the information or representations contained in or accurately derived from the registration statement Registration Statement, Prospectus or prospectus Statement of Additional Information for the Trust sharesTrust, as such registration statement and prospectus Registration Statement, Prospectus or Statement of Additional Information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor its designees.
4.2. The Trust or the designee of either Distributor, or as is required by law.
4.3. The Distributor or its designee their respective designees, shall furnish, or shall cause to be furnished, to the Company MONY or its designeedesignees, the form of each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account MONY is named at least 15 days prior to its use. No such material shall be used if the Company MONY or its designee designees reasonably object to such its use within five (5) Business Days after receipt of such material.
4.44.3. Neither the The Trust nor and the Distributor shall not give any information or make any representations on behalf of the Company MONY or concerning MONY, the Company, each Account, or the MONY Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented accurately derived from time to time, or in published reports for each the Account which are in the public domain or approved by the Company MONY for distribution to Contract owners or participants, or in sales literature or other promotional material approved by the Company or its designeeContractowners, except with the written permission of MONY.
4.4. The Trust shall provide to MONY at least one complete copy of all Registration Statements, Prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the Company above, that relate to the Trust or as is required by lawits shares, contemporaneously with the filing of such document with the SEC, FINRA, or other regulatory authorities.
4.5. MONY shall provide to the Trust at least one complete copy of all reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the MONY Contracts or the Account if such document also relates to the Trust, contemporaneously with the filing of such document with the SEC, FINRA, or other regulatory authorities.
4.6. For purposes of this Article IV, the phrase "“sales literature or other promotional material" ” includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, including materials published or designed for use in, in a newspaper, magazine, or other periodical, radio, television, telephone or tape or electronic recording, videotape display, signs or billboards, motion pictures, electronic messages or communications or other public media, including a publicly available internet address or website), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articlearticle or internet site or website), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and Registration Statements, Prospectuses, Statements of Additional Information, shareholder reports, and proxy materials. However, it is anticipated that materials provided solely: (a) internally to MONY’s or the Distributor’s own employees or counsel; or (b) to certain designated third parties and that are not designed to be provided or communicated in any manner to the general public (e.g., training materials provided to distributors or agents) will not be filed with the SEC, FINRA, or any state securities or insurance regulatory authorities, although such materials will be prepared in accordance with applicable laws.
Appears in 2 contracts
Sources: Participation Agreement (Eq Advisors Trust), Participation Agreement (Axa Premier Vip Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its the Adviser, any other investment adviser to the Fund, or any affiliate of the Distributor is named Adviser are named, at least 15 days seven (7) Business Days prior to its use. No such material shall be used if the Distributor Fund, the Adviser, or their respective designees reasonably objects to such use within five seven (57) Business Days after receipt of such material. Any approval on sales literature or other promotional material that the Company develops or uses shall be in effect for one year so long as such disclosure regarding the Fund, Advisor or Distributor is the same as used in the approved piece. The Company shall furnish to the Fund or its designee any sales material or other promotional material with differing disclosure for approval. In addition, Insurer may prepare such materials, based on performance information supplied by third party information providers (e.g., Lipper, Morningstar).
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Fund, the Adviser or any affiliate of the Adviser or concerning the Trust Fund or any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund, the Adviser or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Fund, the Adviser or their respective designees. The Fund, the Distributor Adviser or the designee of either or as is required by lawtheir respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Fund, the Adviser or any of their affiliates which is intended for use only by brokers or agents selling the Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used in accordance with applicable laws, including, but not limited to, rules and regulations promulgated by the Financial Industry Regulatory Authority (“FINRA”), and neither the Fund, the Adviser nor any of their affiliates shall be liable for any losses, damages or expenses relating to the improper use of such broker only materials.
4.4. The Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named Accounts are named, at least 15 days seven (7) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five seven (57) Business Days after receipt of such material. Any approval on sales literature or other promotional material that the Fund or its designee, develops or uses shall be in effect for one year so long as such disclosure regarding the Company is the same as used in the approved piece. The Fund shall furnish to the Company any sales material or other promotional material with differing disclosure for approval.
4.44.5. Neither the Trust nor the Distributor The Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.6. Upon request, the Company and the Fund (or its designee in lieu of the Company or the Fund, as is required by lawappropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to the Fund or its Shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.54.7. The Fund will provide the Company with reasonable advance notice of any proxy solicitation for the Fund, and of any material change in the Fund’s registration statement, particularly any change resulting in change to the registration statement or prospectus or statement of additional information for any Account. The Fund will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for the prospectuses. For purposes purpose of this Article IVIV and Article VIII, the phrase "“sales literature or other promotional material" includes, ” includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
4.8. The Company hereby consents to the use by the Fund of the names of the Accounts set forth in Schedule A to this Agreement, in connection with marketing the Fund, subject to the terms of this Article IV. The Company hereby further consents to the use of any trademark, trade name, service m▇▇▇ or logo use and in accordance with the reasonable requirements of the Company. Such consent will terminate following the termination of this Agreement as soon the Shares are no longer offered through the Policies and no Accounts own any of the Shares.
4.9. The Fund hereby consents to the use of any trademark, trade name, service m▇▇▇ or logo use and in accordance with the reasonable requirements of the Fund. Such consent will terminate following the termination of this Agreement as soon the Shares are no longer offered through the Policies and no Accounts own any of the Shares.
Appears in 2 contracts
Sources: Participation Agreement (Merger Fund Vl), Participation Agreement (Merger Fund Vl)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) that the Company or its affiliates develop and in which the Trust, its investment adviser Trust (or a Designated Series thereof) or the Adviser or the Distributor is named at least 15 days prior to its usenamed. No such material shall be used if until approved by the Distributor objects Trust or its designee, and the Trust will use its best efforts for it or its designee to review such use sales literature or promotional material within five (5) ten Business Days after receipt of such material. Materials not approved or disapproved by the Trust or its designee within the ten Business Days shall be deemed approved, provided that the Trust confirms that it or its designee received such materials. The Company shall be responsible for any required regulatory filings of sales literature or other promotional material it produces. The Trust or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Trust (or a Designated Series thereof) or the Adviser or the Distributor is named, and no such material shall be used if the Trust or its designee so objects.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust Trust, a Designated Series, the Adviser or the Distributor in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus applicable Prospectus or applicable SAI for the Trust shares, as such registration statement and prospectus Prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorDistributor for use with the public, except with the written permission of the Trust or the Distributor or the designee of either either. The Company shall comply with all applicable laws, including Rule 498 under the 1933 Act, when composing, compiling and delivering sales literature or as is required by lawother promotional material. The Trust shall be entitled to review Company's placement of sales materials with the summary prospectus in order to review Company's compliance with applicable laws and regulations.
4.3. The Distributor Trust and the Distributor, or its designee their designee, shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material prepared that it develops and in which the Company, and/or its Account, is named. No such material shall be used until approved by the Distributor Company, and the Company will use its best efforts to review such sales literature or promotional material within ten Business Days after receipt of such material. The Company reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which the Company and/or the Company's its Account is named at least 15 days prior to its use. No named, and no such material shall be used if the Company or its designee object to such use within five (5) Business Days after receipt of such materialso objects.
4.4. Neither the The Trust nor and the Distributor shall not give any information or make any representations on behalf of the Company or concerning the Company, each the Account, or the Contracts other than the information or representations contained in a registration statement statement, prospectus (which shall include an offering memorandum, if any, if the Contracts issued by the Company or prospectus interests therein are not registered under the 1933 Act), or SAI for the Contracts, as such registration statement and prospectus statement, prospectus, or SAI may be amended or supplemented from time to time, or in published reports for each the Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all summary and/or statutory prospectuses, reports, proxy statements, applications for exemptions to the extent material to the Company, requests for no-action letters to the extent material to the Company, and all amendments to any of the above, that relate to the Trust or its shares promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Trust shall provide copies of registration statements and SAIs upon request of Company. The Company shall not alter any of such documents provided by the Trust without the prior written consent of the Trust or Distributor.
4.6. The Company will provide to the Trust at least one complete copy of all prospectuses (which shall include an offering memorandum, if any, if the Contracts issued by the Company or interests therein are not registered under the 1933 Act), SAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or the Account and to the extent material to the Trust, Adviser or Distributor, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Trust and the Distributor any complaints received from the Contract owners pertaining to the Trust or the Designated Series.
4.7. For purposes of this Article IV, the phrase "sales literature or and other promotional materialmaterials" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, SAIs, shareholder reports, proxy materials, and any other communications distributed or made generally available with regard to the Trust.
Appears in 2 contracts
Sources: Participation Agreement (Lincoln New York Account N for Variable Annuities), Participation Agreement (Lincoln Life Variable Annuity Account N)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its the Adviser, any other investment adviser to the Fund, or any affiliate of the Distributor is named Adviser are named, at least 15 days seven (7) Business Days prior to its use. No such material shall be used if the Distributor Fund, the Adviser, or their respective designees reasonably objects to such use within five seven (57) Business Days after receipt of such material. Any approval on sales literature or other promotional material that the Company develops or uses shall be in effect for one year so long as such disclosure regarding the Fund, Advisor or Distributor is the same as used in the approved piece. The Company shall furnish to the Fund or its designee any sales material or other promotional material with differing disclosure for approval. In addition, Insurer may prepare such materials, based on performance information supplied by third party information providers (e.g., Lipper, Morningstar).
4.2. The Company shall not give any information or make any representations or statements statement on behalf of the Trust Fund, the Adviser or any affiliate of the Adviser or concerning the Trust Fund or any other such entity in connection with the sale of the Contracts Policies other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust sharesShares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust Fund, the Adviser or its designee or by the Distributortheir respective designees, except with the written permission of the Trust Fund, the Adviser or their respective designees. The Fund, the Distributor Adviser or the designee of either or as is required by lawtheir respective designees each agrees to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Company shall adopt and implement procedures reasonably designed to ensure that information concerning the Fund, the Adviser or any of their affiliates which is intended for use only by brokers or agents selling the Policies (i.e., information that is not intended for distribution to Policy owners or prospective Policy owners) is so used in accordance with applicable laws, including, but not limited to, rules and regulations promulgated by the Financial Industry Regulatory Authority (“FINRA”), and neither the Fund, the Adviser nor any of their affiliates shall be liable for any losses, damages or expenses relating to the improper use of such broker only materials.
4.4. The Fund or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is named Accounts are named, at least 15 days seven (7) Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five seven (57) Business Days after receipt of such material. Any approval on sales literature or other promotional material that the Fund or its designee, develops or uses shall be in effect for one year so long as such disclosure regarding the Company is the same as used in the approved piece. The Fund shall furnish to the Company any sales material or other promotional material with differing disclosure for approval.
4.44.5. Neither the Trust nor the Distributor The Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts Policies in connection with the sale of the Policies other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsPolicies, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsAccounts, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. The Company or its designee agrees to respond to any request for approval on a prompt and timely basis.
4.6. Upon request, the Company and the Fund (or its designee in lieu of the Company or the Fund, as is required by lawappropriate) will each provide to the other at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Policies, or to the Fund or its Shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.54.7. The Fund will provide the Company with reasonable advance notice of any proxy solicitation for the Fund, and of any material change in the Fund’s registration statement, particularly any change resulting in change to the registration statement or prospectus or statement of additional information for any Account. The Fund will cooperate with the Company so as to enable the Company to solicit proxies from Policy owners or to make changes to its prospectus, statement of additional information or registration statement in an orderly manner. The Fund will make reasonable efforts to attempt to have changes affecting Policy prospectuses become effective simultaneously with the annual updates for the prospectuses. For purposes purpose of this Article IVIV and Article VIII, the phrase "“sales literature or other promotional material" includes, ” includes but is not limited to, to advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), and sales literature (i.e. such as brochures, circulars, reprints or excerpts or any written communication other advertisement, sales literature, or published articles), distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
4.8. The Company hereby consents to the use by the Fund of the names of the Accounts set forth in Schedule A to this Agreement, in connection with marketing the Fund, subject to the terms of this Article IV. The Company hereby further consents to the use of any trademark, trade name, service ▇▇▇▇ or logo use and in accordance with the reasonable requirements of the Company. Such consent will terminate following the termination of this Agreement as soon the Shares are no longer offered through the Policies and no Accounts own any of the Shares.
4.9. The Fund hereby consents to the use of any trademark, trade name, service ▇▇▇▇ or logo use and in accordance with the reasonable requirements of the Fund. Such consent will terminate following the termination of this Agreement as soon the Shares are no longer offered through the Policies and no Accounts own any of the Shares.
Appears in 2 contracts
Sources: Participation Agreement (Symetra Resource Variable Account B), Participation Agreement (First Symetra National Life Insurance Co of Ny Sep Acct S)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Trust, the Underwriter, the Adviser, or their designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser the Underwriter, or the Distributor Adviser is named named, at least 15 days fifteen Business Days prior to its use. No such material shall be used if the Distributor Trust, the Underwriter, the Adviser, or their designee reasonably objects to such use within five (5) fifteen Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by laweither.
4.3. The Distributor Trust, Underwriter, or its their designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s), is named at least 15 days fifteen Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) fifteen Business Days after receipt of such material.
4.4. Neither The Trust, the Trust nor Underwriter, and the Distributor Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (PFL Life Variable Annuity Account E), Participation Agreement (Separate Account Va B)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Trust, Advisor or Distributor or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser the Advisor or the Distributor is named and which the form of such material has not been previously reviewed by the Trust, Advisor or Distributor, at least 15 days 10 Business Days prior to its use. No such material shall be used if the Trust, the Advisor, the Distributor or their designee reasonably objects to such use within five (5) Business Days after receipt no later than three business days before the intended use of such material.
4.2. The Company Except with the permission of the Trust, Distributor or Advisor or their designee, the Company, its affiliates and agents shall not give any information or make any representations or statements on behalf of the Trust Trust, the Distributor or the Advisor or concerning the Trust in connection with Trust, the sale of Distributor or the Contracts Advisor, other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor. This shall not apply to independently created information based on Trust, except with the written permission of the Trust or the Distributor or Advisor information otherwise allowable under this paragraph, but in no case shall the designee of either Company, its affiliates and agents give such information or as is required by lawmake such statements in a context that causes the information, representations or statements to be false or misleading.
4.3. The Trust, Advisor or Distributor or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or Company, an Account or Contract is named and which the form of such material has not been previously reviewed by the Company's Account is named , at least 15 days ten Business Days prior to its use. No such material shall be used if the Company or its designee object reasonably objects to such use within five (5) Business Days after receipt no later than three business days before the intended use of such material.
4.4. Neither Except with the Trust nor permission of the Distributor Company or its designee, the Trust, the Advisor, and the Distributor, as well as their affiliates and agents, shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee. This shall not apply to independently created information based on Company, except with Account or Contract information otherwise allowable under this paragraph, but in no case shall the written permission of Trust, Distributor, Advisor, their affiliates and/or agents give such information or make such statements in a context that causes the Company information, representations or as is required by lawstatements to be false or misleading.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the SEC or other regulatory authorities.
4.6. Upon request, the Company will provide to the Trust at least one complete copy of all sales literature and other promotional materials promptly after the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional materialSALES LITERATURE OR OTHER PROMOTIONAL MATERIAL" includes, but is not limited to, any of the following that refer to the Trust, Advisor, Distributor, Company or their respective designee in the same or similar context: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesand registration statements, prospectuses, Statements of Additional Information, shareholder reports, and proxy materials, but shall not include institutional sales communications.
Appears in 2 contracts
Sources: Participation Agreement (MTB Group of Funds), Participation Agreement (MTB Group of Funds)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Insurance Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment a sub-adviser of one of the Funds, or the Distributor Berger is named named, at least 15 fifteen calendar days prior to its use▇▇▇. No ▇o such material shall be used if the Distributor Trust or its designee objects to such use within five (5) Business Days ten calendar days after receipt of such material.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the Trust's registration statement statement, prospectus or prospectus for the Trust sharesSAI, as such that registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorBerger, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawBerger.
4.3. The Distributor Trust, Berger, or its designee shall furnishsha▇▇ ▇▇▇nish, or shall cause to be furnishedf▇▇▇▇▇▇ed, to the Insurance Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Insurance Company and/or or the Company's Account is named at least 15 fifteen calendar days prior to its use. No such material shall be used if the Insurance Company or its designee object objects to such use within five (5) Business Days ten calendar days after receipt of such that material.
4.4. Neither the The Trust nor the Distributor and Berger shall not give any information or make any representations on representat▇▇▇▇ ▇n behalf of the Insurance Company or concerning the Insurance Company, each any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such that registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the written permission of the Company or as is required by lawInsurance Company.
4.5. The Trust will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of the document with the Commission, the National Association of Securities Dealers, Inc. ("NASD"), or other regulatory authorities.
4.6. The Insurance Company will provide to the Trust at least one complete copy of each registration statement, prospectus, statement of additional information, report, solicitation for voting instructions, piece of sales literature and other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relates to the Contracts or the Account, contemporaneously with the filing of the document with the Commission, the NASD, or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material publishedadvertisements, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the request of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
Appears in 2 contracts
Sources: Participation Agreement (Berger Institutional Products Trust), Participation Agreement (Berger Institutional Products Trust)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Insurance Company shall furnish, or shall cause to be furnished, to the Distributor Trust or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment a sub-adviser of one of the Funds, or the Distributor BBOI Worldwide is named named, at least 15 fifteen calendar days prior to its use. No such material shall be used if the Distributor Trust or its designee objects to such use within five (5) Business Days ten calendar days after receipt of such material.
4.2. The Insurance Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the Trust's registration statement statement, prospectus or prospectus for the Trust sharesSAI, as such that registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorBBOI Worldwide or its designee, except with the written permission of the Trust or the Distributor BBOI Worldwide or the designee of either or as is required by lawtheir designees.
4.3. The Distributor Trust, BBOI Worldwide, or its designee shall furnish, or shall cause to be furnished, to the Insurance Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Insurance Company and/or or the Company's Account is named at least 15 fifteen calendar days prior to its use. No such material shall be used if the Insurance Company or its designee object objects to such use within five (5) Business Days ten calendar days after receipt of such that material.
4.4. Neither the The Trust nor the Distributor and BBOI Worldwide, or their designees, shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, each any Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such that registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each any Account which are in the public domain or approved by the Insurance Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the written permission of the Company or as is required by lawInsurance Company.
4.5. The Trust will provide to the Insurance Company at least one complete copy of each registration statement, prospectus, statement of additional information, report, proxy statement, piece of sales literature or other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of the document with the Commission, the National Association of Securities Dealers, Inc. ("NASD"), or other regulatory authorities.
4.6. The Insurance Company will provide to the Trust at least one complete copy of each registration statement, prospectus, statement of additional information, report, solicitation for voting instructions, piece of sales literature and other promotional material, application for exemption, request for no-action letter, and any amendment to any of the above, that relates to the Contracts or the Account, contemporaneously with the filing of the document with the Commission, the NASD, or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material publishedadvertisements, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, shareholder newsletters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
4.8. At the request of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representative of the appropriate regulatory agencies, all records, data and access to operating procedures that may be reasonably requested.
Appears in 2 contracts
Sources: Participation Agreement (Bma Variable Annuity Account A), Participation Agreement (FSL Separate Account M)
Sales Material and Information. 4.1. Without limiting the scope 4.1 AAL or effect of Section 4.2 hereof, the Company shall its designee will furnish, or shall will cause to be furnished, to the Distributor each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment adviser or the Distributor is named at least 15 days prior to its use. No such material shall be used if the Distributor objects to such use within five (5) Business Days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributor, except with the written permission of the Trust or the Distributor or the designee of either or as is required by law.
4.3. The Distributor or its designee shall furnish, or shall cause to be furnished, to the Company FUND or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account FUND or AAL is named named, at least 15 fifteen (15) days prior to its intended use. No such material shall will be used if the Company FUND or its designee object objects to such intended use within five fifteen (515) Business Days days after receipt of such material.
4.44.2 AAL will not give any information or make any representation or statement, or cause such information to be given or representation to be made, on behalf of the FUND or concerning any Portfolio in connection with the sale of the Certificates other than the information or representations contained in the registration statement, prospectus, and SAI for FUND shares, as such registration statement, prospectus, and SAI may be amended or supplemented from time to time, or in reports or proxy materials for the FUND, or in sales literature or other promotional material approved by the FUND or its designee, except with the permission of the FUND or its designee.
4.3 The FUND or its designee will furnish, or will cause to be furnished, to AAL or its designee, each piece of sales literature or other promotional material of the FUND in which AAL and/or its ACCOUNTS is named, at least fifteen (15) days prior to its intended use. Neither the Trust nor the Distributor shall No such material will be used if AAL or its designee objects to such intended use within fifteen (15) days after receipt of such material.
4.4 The FUND will not give any information or make any representations or statements, or cause such information to be given or representations to be made, on behalf of the Company AAL or concerning the CompanyAAL, each Account, its ACCOUNTS or the Contracts its Certificates other than the information or representations contained in a registration statement or prospectus for the Contractssuch ACCOUNTS, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which the ACCOUNTS that are in the public domain or approved by the Company AAL for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company AAL or its designee, except with the written permission of the Company AAL or as is required by lawits designee .
4.5. For purposes 4.5 The FUND will provide to AAL one complete copy of this Article IVall registration statements, the phrase "prospectuses, SAI's, reports, proxy material, sales literature or and other promotional material" includes, but is not limited toapplications for exemptions, advertisements (requests for no-action letters, and all amendments to any of the above, that relate to the FUND or its shares, contemporaneously with the filing of such as material published, or designed for use in, a newspaper, magazine, document with the SEC or other periodicalregulatory authorities.
4.6 AAL will provide to the FUND one complete copy of all registration statements, radioprospectuses, televisionSAI's, telephone or tape recordingreports, videotape display, signs or billboards, motion pictures, or other public media)solicitations for voting instructions, sales literature (i.e. any written communication distributed or made generally available to customers or the publicand other promotional material, including brochuresapplications for exemptions, circulars, research reports, market requests for no-action letters, form lettersand all amendments to any of the above, seminar textsthat relate to the ACCOUNTS or its Certificates, reprints or excerpts contemporaneously with the filing of any other advertisement, sales literature, or published article), educational or training materials such document with the SEC or other communications distributed or made generally available to some or all registered representativesregulatory authorities.
Appears in 2 contracts
Sources: Participation Agreement (Aal Variable Annuity Account Ii), Participation Agreement (Aal Variable Annuity Account I)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or its designee, each piece of sales literature or other promotional material (as defined hereafter) in which the TrustFund, its investment adviser the Underwriter or the Distributor Adviser is named named, at least 15 days fifteen Business Days prior to its use. No such material shall be used if unless approved in writing by the Distributor objects Fund or the Underwriter. The Fund and the Underwriter will use reasonable best efforts to such use provide the Company with written response within five (5) ten Business Days after of receipt of such materialmaterials. Any piece which merely names the Fund, the Underwriter or the Adviser as participating in the Variable Insurance Products may be used after ten Business Days of receipt by the Fund and the Underwriter if the Company has not received a written response from the Fund or the Underwriter.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust sharesFund, as such registration statement and prospectus may from time to time be amended or supplemented from time to timesupplemented, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved provided to the Company by the Trust Fund or its designee or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or the designee of either or as is required by law.Underwriter, pursuant to Section 4.1 hereof. 00060812.2
4.3. The Distributor Company agrees that neither the Fund, the Underwriter nor the Adviser will be responsible for any errors or its omissions in communications prepared for Contract owners except to the extent that the error or omission resulted from information provided by or on behalf of the Underwriter or the Fund. In no event shall the Fund, any portfolio of the Fund, the shareholders of any such portfolio or any officers or trustees of the Fund have any liability or responsibility with respect to any sales literature or promotional material.
4.4. The Fund, the Underwriter or their designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s), is named at least 15 days fifteen Business Days prior to its use. No such material shall be used if unless approved in writing by the Company or its designee object designee. The Company will use reasonable best efforts to provide the Fund with written response within ten Business Days of receipt of such use within five (5) materials. Any piece which merely states that the Fund, the Underwriter or the Adviser are participating in the Variable Insurance Products may be used after ten Business Days after receipt of such materialby the Company if the Fund or the Underwriter have not received a written response from the Company.
4.44.5. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may from time to time be amended or supplemented from time to timesupplemented, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.54.6. The Fund will provide to the Company upon request at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to any of the Portfolios or their shares, promptly following the filing of such document with the SEC or other regulatory authorities.
4.7. The Company will provide to the Fund upon request at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Contracts or each Account, promptly following the filing of such document with the SEC or other regulatory authorities; and, if a Contract and its associated Account are exempt from registration, the equivalents to the above.
4.8. For purposes of this Article IVAgreement, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fund: advertisements (such as material published, published or designed for use in, in a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape or electronic display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, literature or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees.
Appears in 2 contracts
Sources: Participation Agreement (Metlife Investors Usa Separate Account A), Participation Agreement (Metropolitan Life Separate Account E)
Sales Material and Information. 4.1. Without limiting The Distributor will provide the scope or effect of Section 4.2 hereof, the Company shall furnish, or shall cause to be furnished, to the Distributor Companies on a timely basis with investment performance information for each piece of sales literature or other promotional material (as defined hereafter) Designated Portfolio in which the Companies maintain a subaccount of the Account, including total return for the preceding calendar month and calendar quarter, the calendar year to date, and the prior one-year, five-year, and ten year (or life of the Trust) periods. The Companies may, its investment adviser based on the SEC mandated information supplied by the Distributor, prepare communications for contractowners ("Contractowner Materials"). The Companies will provide copies of all Contractowner Materials concurrently with their first use for the Distributor's internal recordkeeping purposes. It is understood that neither the Distributor nor any Designated Portfolio will be responsible for errors or omissions in, or the Distributor is named at least 15 days prior content of, Contractowner Materials except to its use. No such material shall be used if the extent that the error or omission resulted from information provided by or on behalf of the Distributor objects or the Designated Portfolio. Any printed information that is furnished to such use within five the Companies pursuant to this Agreement other than each Designated Portfolio's prospectus or statement of additional information (5) Business Days after receipt or information supplemental thereto), periodic reports and proxy solicitation materials is the Distributor's sole responsibility and not the responsibility of such materialany Designated Portfolio or the Trust. The Companies agree that the Portfolios, the shareholders of the Portfolios and the officers and governing Board of the Trust will have no liability or responsibility to the Companies in these respects.
4.2. The Company shall Companies will not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement, prospectus or statement or prospectus of additional information for the Trust shares, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature published reports for the Trust which are in the public domain or other promotional material approved by the Trust or its designee the Distributor for distribution, or in sales literature or other material provided by the Trust, Adviser or by the Distributor, except with the written permission of the Trust Distributor. Any piece of sales literature or other promotional material intended to be used by the Companies which require the permission of the Distributor prior to use will be furnished by Companies to the Distributor, or its designee, at least ten (10) business days prior to its use. No such material will be used if the designee of either Distributor reasonably objects to such use within five (5) business days after receipt. Nothing in this Section 4.2 will be construed as preventing the Companies or as is required by laweach Companies' employees or agents from giving advice on investment in the Trust.
4.3. The Trust, the Adviser or the Distributor or its designee shall will furnish, or shall will cause to be furnished, to the Company Companies or its each Companies' designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Companies or each Companies' Account is named named, at least 15 ten (10) business days prior to its use. No such material shall will be used if the Company or its designee Companies reasonably object to such use within five (5) Business Days business days after receipt of such material.
4.4. Neither The Trust, the Trust nor Adviser and the Distributor shall will not give any information or make any representations or statements on behalf of the Company Companies or concerning the CompanyCompanies, each Account, or the Contracts other than the information or representations contained in a registration statement, prospectus or statement or prospectus of additional information for the Contracts, as such registration statement, prospectus and statement and prospectus of additional information may be amended or supplemented from time to time, or in published reports for each Account or the Contracts which are in the public domain or approved by the Company Companies for distribution to Contract owners or participantscontractowners, or in sales literature or other promotional material approved provided by the Company or its designeeCompanies, except with the written permission of the Company or as is required by lawCompanies. The Companies agree to respond to any request for approval on a prompt and timely basis.
4.5. The Trust will provide to the Companies at least one complete copy of all registration statements, prospectuses, statements of additions information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, contemporaneously with the filing of such document with the SEC, the NASD or other regulatory authority.
4.6. The Companies will each provide to the Trust at least one complete copy of all registration statements, prospectuses or statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, contemporaneously with the filing of such document with the SEC, the NASD or other regulatory authority.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media, (e.g., on-line networks such as the Internet or other electronic messages), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, advertisements sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1940 Act.
4.8. The Trust and the Distributor hereby c▇▇▇▇▇▇ ▇o the Companies' use of the names Pilgrim Variable Products Trust, Pilgrim Investments, Inc., the portfolio names designated on Schedule B or other designated names as may be used from time to time in connection with the marketing of the Contracts, subject to the terms of Sections 4.1 and 4.2 of this Agreement. Such consent will terminate with the termination of this Agreement.
Appears in 2 contracts
Sources: Participation Agreement (Select Life Variable Account), Participation Agreement (Select Life Variable Account)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter, each piece of sales literature or other promotional material (as defined hereafter) that the Company develops and in which the Trust, its investment adviser Trust or the Distributor Underwriter is named named, at least 15 days five (5) Business Days prior to its use. No such material shall be used if until approved by the Distributor objects Underwriter and the Underwriter will use its best efforts to review such use material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within (5) Business Days shall be deemed approved.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus or SAI for the Trust sharesTrust, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the Distributordesignee, except with the written permission of the Trust or the Distributor or the designee of either or as is required by lawits designee.
4.3. The Distributor Trust or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account is or its separate account(s) or Contracts are named at least 15 days five (5) Business Days prior to its use. No such material shall be used if until approved by the Company or and the Company will use its designee object best efforts to review such use material within five (5) Business Days after receipt of such materialreceipt. Materials not approved or disapproved within (5) Business Days shall be deemed approved.
4.4. Neither The Trust and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts Contracts, other than the information or representations contained in a registration statement statement, prospectus, or prospectus SAI for the Contracts, as such registration statement statement, prospectus and prospectus SAI may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, SAIs, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Trust or its shares, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6. The Company will provide to the Trust at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in the Trust under the Contracts, promptly after the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, any of the following that refer to the Trust or any affiliate of the Trust: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.
Appears in 2 contracts
Sources: Participation Agreement (Separate Account I of National Integrity Life Ins Co), Participation Agreement (Separate Account I of Integrity Life Insurance Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the 4.1 The Company shall furnish, or shall cause to be furnished, to the Distributor Underwriter each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, Trust or its investment adviser or the Distributor Underwriter is named at least 15 days prior to its use. No such material shall be used if the Distributor Underwriter objects to such use within five (5) Business Days after receipt of such material.
4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Trust or concerning the Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the Trust, or in sales literature or other promotional material approved by the Trust or its designee or by the DistributorUnderwriter, except with the written permission of the Trust or the Distributor Underwriter or the designee of either or as is required by laweither.
4.3. 4.3 The Distributor Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account its separate account(s) is named at least 15 days prior to its use. No such material shall be used if the Company or its designee object objects to such use within five (5) Business Days after receipt of such material.
4.4. 4.4 Neither the Trust nor the Distributor Underwriter shall give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners or participantsowners, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company or as is required by lawCompany.
4.5. 4.5 The Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, proxy statements, applications for exemptions, requests for no-action letters, and all amendments to any of the above, and the Underwriter will provide at least one complete copy of all sales literature and other promotional materials that relate to the Trust or its shares, excluding sales literature and other promotional materials relating to separate accounts of other participating insurance companies, promptly following the filing of such document with the Securities and Exchange Commission or other regulatory authorities.
4.6 The Company will provide to the Trust and the Underwriter at least one complete copy of all registration statements, prospectuses, Statements of Additional Information, reports, solicitations for voting instructions, sales literature and other promotional materials (to the Underwriter only), applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the Contracts or each Account, promptly following the filing of such document with the Securities and Exchange Commission.
4.7 For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. i.e., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representatives.
Appears in 2 contracts
Sources: Participation Agreement (Reliastar Bankers Security Life Insurance Co), Participation Agreement (Reliastar Bankers Security Life Insurance Co)
Sales Material and Information. 4.1. Without limiting the scope or effect of Section 4.2 hereof, the The Company shall furnish, or shall cause to be furnished, to the Distributor Fund or the Underwriter, each piece of sales literature or other promotional material (as defined hereafter) in which the Trust, its investment Fund or the Fund's adviser or the Distributor Underwriter is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Distributor Fund or the Underwriter reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.2. The Company shall not give any information or make any representations or statements on behalf of the Trust Fund or concerning the Trust Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Trust Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in annual or semi-annual reports or proxy statements for the TrustFund, or in sales literature or other promotional material approved by the Trust or its designee Fund or by the DistributorUnderwriter, except with the written permission of the Trust Fund or the Distributor or Underwriter. The Fund and the designee of either or as is required by lawUnderwriter agree to respond to any request for approval on a prompt and timely basis.
4.3. The Distributor Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material prepared by the Distributor in which the Company and/or the Company's Account or its separate account is named named, at least 15 fifteen business days prior to its use. No such material shall be used if the Company or its designee object reasonably objects in writing to such use within five (5) Business Days ten business days after receipt of such material.
4.4. Neither The Fund and the Trust nor the Distributor Underwriter shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as such registration statement and prospectus may be amended or supplemented from time to time, or in published reports for each Account which are in the public domain or approved by the Company for distribution to Contract owners contractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the written permission of the Company. The Company or as is required by lawagrees to respond to any request for approval on a prompt and timely basis.
4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, within 20 days after the filing of such document with the SEC or other regulatory authorities.
4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund, within 20 days after the filing of such document with the SEC or other regulatory authorities.
4.7. For purposes of this Article IV, the phrase "sales literature or other promotional material" includes, but is not limited to, advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, or other public media), sales literature (i.e. I.E., any written communication distributed or made generally available to customers or the public, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published article), educational or training materials or other communications distributed or made generally available to some or all registered representativesagents or employees, registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.
Appears in 2 contracts
Sources: Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Participation Agreement (Occ Accumulation Trust)