Common use of Sales Material and Information Clause in Contracts

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 13 contracts

Sources: Participation Agreement (Northbrook Variable Annuity Account Ii), Participation Agreement (Allstate Life of New York Variable Annuity Account Ii), Participation Agreement (Allstate Life of New York Separate Account A)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Trust or its designee, a copy of each piece of sales literature or other promotional material that the Company develops or proposes to use and in which the Fund Trust (or a Portfolio thereof) or the Adviser(s) Distributor is namednamed in connection with the Contracts, at least ten (10) Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably Trust objects to such use within ten 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 Fund or concerning the Fund 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 Fund Trust shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund Trust or its designee, Distributor except with the permission of the FundTrust or Distributor. 4.3. 4.3 The Fund Trust or its designee the Distributor 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 in which the Company and/or its separate account(s) is named at least ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five (5) Business Days after receipt of such material. 4.4. 4.4 The Fund and Trust or the Advisers 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, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statementsSAIs, 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 Designated Portfolio(s) within a reasonable period of time following the filing of such document(s) with the SEC or its shares, which are relevant to the Company NASD or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund Trust at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, solicitations for voting instructionsInstructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Account, if requested by the ContractsCompany. 4.7. 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, any of the following that refer to the Fund or any affiliate of the Fund: 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., 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 agents 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 registration statements, prospectuses, statements of additional information, shareholder reports, access to operating procedures that may be reasonably requested in connection with compliance and proxy materialsregulatory requirements related to this Agreement or any party’s obligations under this Agreement.

Appears in 12 contracts

Sources: Fund Participation Agreement (Ing Investors Trust), Fund Participation Agreement (Ing Investors Trust), Fund Participation Agreement (Ing Investors Trust)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 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 investment in an Account or Contract, contemporaneously with the Fund under filing of such document with the ContractsSecurities and Exchange Commission or other regulatory authorities. 4.7. 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 12 contracts

Sources: Participation Agreement (Allstate Life of N Y Var Life Sep Acct A), Participation Agreement (First Citicorp Life Variable Annuity Separate Account), Participation Agreement (Preferred Life Variable Account C)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 11 contracts

Sources: Fund Participation Agreement (Allianz Life Variable Account B), Fund Participation Agreement (Allianz Life of Ny Variable Account C), Fund Participation Agreement (Kansas City Life Variable Life Separate Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material prepared by the Company, AGSI or any person contracting with the Company or AGSI in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesProspectus, as such registration statement and prospectus or Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 Fund in which the Company and/or or its separate account(sAccount(s) is are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 or solicitations for voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother 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 investment in an Account or Contract contemporaneously with the Fund under filing of such document with the ContractsSEC 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 10 contracts

Sources: Participation Agreement (U S Life Insurance Co in City of Ny Sep Act Usl Va-R), Investment Management Agreement (Navellier Variable Insurance Series Fund Inc), Participation Agreement (U S Life Insurance Co in City of Ny Sep Act Usl Va-R)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s(a) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Company shall not give disclose any information or make any representations or statements on behalf of the relating to a Fund or concerning the Fund Portfolio in connection with the sale of the Contracts other than the information information, representations or representations statements contained in the registration statement statement, including a Fund’s Prospectus or prospectus for the Fund sharesSAI, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by a Fund, the Fund or its designeeDistributor and/or the Adviser, except with the permission prior written consent of the Fund, Distributor and/or Adviser, as applicable. 4.3. (b) The Fund or its designee Company shall furnish, or shall cause to be furnished, to the Company or its designeeeach Fund, as applicable, prior to use each piece of sales literature or other promotional material (collectively, “material”) prepared by the Company in which a Fund (or a Portfolio), the Company Distributor, the Adviser and/or its separate account(s) any of their respective affiliates is named or described at least ten Business Days 5 business days prior to its use. No piece of such material shall be used by the Company without the prior approval of the Fund, Distributor and/or Adviser, which approval will not be unreasonably withheld. No material will be used if the Company Fund, the Distributor or its designee the Adviser reasonably objects to such its use within ten Business Days after 5 business days following receipt of such material. Notwithstanding the forgoing, the Company may refer to a Fund or Portfolio as part of a list of mutual funds available under the Contracts without such prior approval or furnishing such material to the Fund, Distributor and/or the Adviser. Neither the Funds, Distributor or the Adviser will be responsible for errors or omissions in, or the content of, the Company’s material except to the extent that the error or omission resulted from information provided by or on behalf of the Fund, Distributor or the Adviser. 4.4. The Fund (a) Each Fund, the Distributor and the Advisers Adviser shall not give disclose any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Accounts, or the Contracts, 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 in sales literature or other promotional material approved by the Company or its designeetheir designees, except with the permission prior written consent of the Company. 4.5. The Fund will provide (b) Each Fund, the Distributor and the Adviser shall furnish, or cause to be furnished, to the Company prior to use each piece of material prepared by the Fund, the Distributor and the Adviser in which the Company and/or any of its affiliates are named or described at least one complete copy 5 business days prior to its use. No piece of all registration statementssuch material shall be used by the Fund, prospectuses, statements of additional information, reports, proxy statements, sales literature the Distributor and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments to any the Adviser without the prior approval of the above, that relate to the Fund or its sharesCompany, which are relevant to the Company or the Contracts. 4.6approval will not be unreasonably withheld. The Company agrees that it will provide use its best efforts 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 respond promptly to any of request by a Fund, the above, that relate to Distributor or the investment in the Fund under the ContractsAdviser for such prior approval. 4.75.3. For purposes of this Article IVV and Article IX, the phrase "sales literature or and 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; e.g., on-line networks such as the Internet or other electronic 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials (including solicitations for voting instructions), information statements and any other material constituting sales literature or advertising under the FINRA rules, the 1933 Act or the ▇▇▇▇ ▇▇▇. 5.4. At the request of any party to this Agreement, each other party will make available to the requesting party’s independent auditors and/or representatives 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 8 contracts

Sources: Fund Participation Agreement (Separate Account a of Union Security Life Ins Co of New York), Fund Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account One), Fund Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Fund Fund, the Underwriter or its designee reasonably objects their designee, however, the failure to such use object in writing within ten two Business Days after receipt days will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Company or its designee reasonably objects designee, however, the failure to such use object in writing within ten two Business Days after receipt will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.4. The 4.4 Neither the Fund and nor the Advisers 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, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company or filing of such document with the Contracts. 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 investment in the Fund under the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature SEC 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 8 contracts

Sources: Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11), Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11), Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeethe Underwriter, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Fund's adviser or the Underwriter is named, at least ten Business Days five business days prior to its use. No such material shall be used if the Fund or its designee the Underwriter reasonably objects in writing to such use within ten 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeeby the Underwriter, except with the permission of the FundFund or the Underwriter. The Fund and the Underwriter agree to respond to any request for approval on a prompt and timely basis. 4.3. The 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 in which the Company and/or or its separate account(s) account is named named, at least ten Business Days fifteen business days prior to its use. No such material shall be used if the Company or its designee reasonably objects in writing to such use within ten Business Days fifteen business days after receipt of such material. 4.4. The Fund and the Advisers 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 ownerscontractowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. The Company agrees 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, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother 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 no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the 1933 Act.

Appears in 7 contracts

Sources: Participation Agreement (Separate Account Vul 2 of Transamerica Occidental Life Ins), Participation Agreement (Sep Acct Vul-6 of Transamerica Occidental Life Insurance Co), Participation Agreement (Separate Account Vul 4 of Transamer Occidental Life Ins Co)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 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 investment in an Account or Contract, contemporaneously with the Fund under filing of such document with the ContractsSecurities and Exchange Commission or other regulatory authorities. 4.7. 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 7 contracts

Sources: Participation Agreement (Allianz Life Variable Account B), Participation Agreement (Allianz Life Variable Account A), Participation Agreement (Allianz Life Variable Account B)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Investment Company or its designee, each piece of sales literature or other promotional material material, or component thereof, in which the Fund Investment Company, the Adviser, or the Adviser(s) Underwriter is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund Investment Company or its designee reasonably objects object to such use within ten fifteen Business Days after receipt of such material. Once any such material has been so furnished to the Investment Company or its designee and fifteen Business days have elapsed, such materials need not again be so furnished absent any subsequent changes to such material that affect the materials' discussion or presentation relating to the Investment Company, its advisor, the Underwriter, or any of their affiliates (other than the Company or persons that are deemed affiliates only by virtue of being controlled by the Company). In particular, materials that have been changed merely to update performance or financial information need not be so furnished. 4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Fund Investment Company or concerning the Fund Investment Company in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund Investment Company shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundInvestment Company, or in sales literature or other promotional material approved by the Fund Investment Company or its designeedesignee or by the Underwriter, except with the permission of the FundInvestment Company or the Underwriter or the designee of either. 4.3. 4.3 The Fund Investment Company, the Underwriter, or its designee their designees shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material material, or component thereof, in which the Company and/or or its separate account(s) is Accounts are named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten fifteen Business Days after receipt of such material. 4.4. 4.4 The Fund Investment Company and the Advisers 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 offering materials 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund Investment Company will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Investment Company or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund Investment Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities. In the case of unregistered Contracts, in lieu of providing prospectuses and Statements of Additional Information, the Fund under Company shall provide the Investment Company with one complete copy of the offering materials for the Contracts. 4.7. 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, electronic media, 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 7 contracts

Sources: Participation Agreement (Northwestern Mutual Variable Life Account), Participation Agreement (Northwestern Mutual Variable Life Account), Participation Agreement (NML Variable Annuity Account B)

Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) Company, a sub-adviser of one of the Funds, or INVESCO is named named, at least ten Business Days fifteen calendar days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days calendar days after receipt of such material. 4.44.2. The Fund and the Advisers Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or Company in connection with the Contracts, sale of the Contracts other than the information or representations contained in a the registration statement or prospectus for the ContractsCompany's shares, as such registration statement and prospectus 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 INVESCO, except with the permission of the Company or INVESCO. 4.3. The Company, INVESCO, 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 and/or its separate account(s), is named at least fifteen calendar days prior to its use. No such material shall be used if the Insurance Company or its designee object to such use within ten calendar days after receipt of that material. 4.4. The Company and INVESCO shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as that 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 Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the permission of the Insurance Company. 4.5. The Fund 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 Commission, the NASD, or other regulatory authorities. 4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, statements statement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-no action lettersletter, and all amendments any amendment to any of the above, that relate relates to the Fund or its shares, which are relevant to the Company Contracts or the Contracts. 4.6. The Company will provide to Account, contemporaneously with 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 filing of the abovedocument with the Commission, that relate to the investment in the Fund under the ContractsNASD, or other regulatory authorities. 4.7. 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 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., 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 agents 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. Company agrees that Insurance Company shall have the right to inspect, audit and copy all records pertaining to the performance of services under this Agreement pursuant to the requirements of the California Insurance Department. However, Company and INVESCO shall own and control all of their respective records pertaining to their performance of the services under this Agreement.

Appears in 7 contracts

Sources: Participation Agreement (Bma Variable Life Account A), Participation Agreement (Great American Reserve Insurance Co), Participation Agreement (Bma Variable Life Account A)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten 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 Fund or concerning the Fund in connection with the sale of the Contracts Variable Products other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten fifteen Business Days after receipt of such material. 4.4. The Fund and the Advisers Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the ContractsVariable Products, other than the information or representations contained in a registration statement statement, prospectus or prospectus private placement memorandum for the ContractsVariable Products, as such registration statement statement, prospectus and prospectus 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 contract owners, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the ContractsVariable Products. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, private placement memorandums, 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 Fund under the ContractsVariable Products. 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, private placement memorandums, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Participation Agreement (Allmerica Investment Trust), Participation Agreement (Allmerica Investment Trust), Participation Agreement (Allmerica Investment Trust)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material prepared by the Company, AGSI or any person contracting with the Company or AGSI in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesProspectus, as such registration statement and prospectus or Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 Fund in which the Company and/or or its separate account(sAccount(s) is are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 or solicitations for voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother 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 investment in an Account or Contract contemporaneously with the Fund under filing of such document with the ContractsSEC 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Participation Agreement (American General Life Insurance Co Separate Account D), Participation Agreement (American General Life Insurance Co Separate Account D), Participation Agreement (American General Life Insurance Co Separate Account D)

Sales Material and Information. 4.15.1. The Company agrees that neither it nor any of its affiliates shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement Registration Statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee and/or by Distributor or its designee, except with the prior permission of the FundFund or its designee and/or Distributor or its designee. The Parties agree that total return information of the Fund and its Series derived from the prospectus or Registration Statement of the Fund or from reports provided by the Fund or Distributor to the Company may be used by the Company in connection with the sale of the Variable Contracts without prior approval of the Fund or Distributor, or their designees, and the Company shall be responsible for using such information in conformity with the information provided to it. 4.35.2. The Fund or its Distributor or the designee of either shall furnish, or shall cause to be furnished, furnish to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or or its separate account(s) is named at least ten Business Days prior to its use. No Separate Accounts are named, and no such material shall be used if without the prior approval of the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialdesignee. 4.45.3. The Fund and Distributor agree that each and the Advisers affiliates 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 ContractsVariable 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 ownersowners of such Variable Contracts, or in sales literature or other promotional material approved by the Company or its designee, except with the prior permission of the Company. 4.55.4. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, proxy statements, sales literature statements and other promotional voting solicitation materials, applications for exemptions, requests for no-action letters, and all amendments and supplements to any of the above, that relate to the Fund or its shares, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.65.5. The Company will provide to the Fund at least one complete copy of all registration statementsprospectuses (which shall include an offering memorandum if the Variable Contracts issued by the Company or interests therein are not registered under the 1933 Act), prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments or supplements to any of the above, that relate to the investment in Variable Contracts issued by the Fund under Company or the ContractsSeparate Accounts promptly after the filing of such document with the SEC or other regulatory authority. 4.75.6. For purposes of this Article IVV, 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, computerized media, 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Fund Participation Agreement (Aul American Individual Variable Life Unit Trust), Fund Participation Agreement (Aul American Individual Variable Annuity Unit Trust), Fund Participation Agreement (Aul American Individual Unit Trust)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 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 investment in the Fund under the ContractsAccount or Contract, contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities. 4.7. 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Participation Agreement (Ge Life & Annuity Assurance Co Iv), Participation Agreement (Ge Capital Life Separate Account Ii), Participation Agreement (Ge Capital Life Separate Account Ii)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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., 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Participation Agreement (Aul American Individual Variable Life Unit Trust), Participation Agreement (Aul American Unit Trust), Participation Agreement (Aul American Individual Variable Annuity Unit Trust)

Sales Material and Information. 4.16.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund (or any Series thereof) or its investment adviser or the Adviser(s) Distributor is named, at least ten Business Days prior to its use. No and no such sales literature or other promotional material shall be used if without the prior approval of the Fund and the Distributor or its the designee reasonably objects of either. The Fund and the Distributor shall use their best efforts to provide such use approval or, if approval is not given, then to provide comments suggesting appropriate changes to any piece of sales literature or other promotional material within ten Business Days after two (2) business days of receipt of such materialmaterials. 4.26.2. The Company agrees that neither it nor any of its affiliates shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement Registration Statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee and/or by the Distributor or its designee, except with the prior permission of the FundFund or its designee and/or the Distributor or its designee. 4.36.3. The Fund or its the Distributor or the designee of either shall furnish, or shall cause to be furnished, furnish to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or or its separate account(s) is named at least ten Business Days prior to its use. No Separate Accounts are named, and no such material shall be used if without the prior approval of the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialdesignee. 4.46.4. The Fund and the Advisers Distributor agree that each and the affiliates 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 ContractsVariable 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 ownersowners of such Variable Contracts, or in sales literature or other promotional material approved by the Company or its designee, except with the prior permission of the Company. 4.56.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, proxy statements, sales literature statements and other promotional voting solicitation materials, applications for exemptions, requests for no-action letters, and all amendments and supplements to any of the above, that relate to the Fund or its shares, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.66.6. The Company will provide to the Fund at least one complete copy of all registration statementsprospectuses (which shall include an offering memorandum if the Variable Contracts issued by the Company or interests therein are not registered under the 1933 Act), prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no action letters, and all amendments or supplements to any of the above, that relate to the investment in Variable Contracts issued by the Fund under Company or the ContractsSeparate Accounts promptly after the filing of such document with the SEC or other regulatory authority. 4.76.7. For purposes of this Article IVVI, 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, computerized media, 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 6 contracts

Sources: Participation Agreement (Aul American Individual Variable Life Unit Trust), Participation Agreement (Aul American Individual Variable Life Unit Trust), Participation Agreement (Aul American Unit Trust)

Sales Material and Information. 4.1. The Company Equitable shall furnish, or shall cause to be furnished, to the Fund Trust or its designee, the form of each piece of sales literature or other promotional material in which the Fund Trust, the Adviser or the Adviser(s) Distributor is named, at least ten Business Days named prior to its first use and if the Distributor is named therein shall also furnish such literature or material to the Distributor prior to its first use. No such material shall be used if the Fund Trust or its designee designee, or the Distributor, if applicable, reasonably objects to such its use within ten Business Days after the Trust's or the Distributor's, if applicable, receipt of such material.. 163992 v1 4.2. The Company Equitable shall not give any information or make any representations or statements on behalf of the Fund Trust or the Distributor or concerning the Fund Trust or the Distributor in connection with the sale of the Equitable 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 Fund 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 reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designeedesignee or, if applicable, the Distributor, except with the permission of the FundTrust or its designees, or, if applicable, the Distributor. 4.3. The Fund Trust, the Distributor or its designee the Adviser, or their respective designees, shall each furnish, or shall cause to be furnished, to the Company Equitable or its designeedesignees, the form of each piece of sales literature or other promotional material it prepares in which the Company and/or its separate account(s) Equitable is named at least ten Business Days prior to its use. No such material shall be used if the Company Equitable or its designee designees reasonably objects object to such its use within ten Business Days after receipt of such material. 4.4. The Fund Trust, the Distributor and the Advisers Adviser shall not give any information or make any representations on behalf of the Company Equitable or concerning the CompanyEquitable, each Account, or the Contracts, Equitable Contracts other than the information or representations contained in or accurately derived from a registration statement statement, prospectus or prospectus Statement of Additional Information for the Accounts with respect to the Equitable Contracts, as such registration statement and statement, prospectus or Statement 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 Equitable for distribution to Contract ownersContractowners, or in sales literature or other promotional material approved by the Company Equitable or its designeedesignees, except with the permission of the CompanyEquitable. 4.5. The Fund will Trust shall provide to the Company Equitable (a) at least one complete copy of all registration statementsRegistration Statements, prospectuses, statements Statements of additional informationAdditional 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 Trust or its shares, which are relevant contemporaneously with the filing of such document with the SEC, the NASD, or other regulatory authorities and (b) drafts of each of the foregoing sufficiently in advance of filing such materials with regulatory authorities to allow Equitable a reasonable opportunity to review the Company or the Contractsmaterials. 4.6. The Company will Equitable shall provide to the Fund Trust (a) at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment Equitable Contracts or any 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 and (b) drafts of each of the foregoing sufficiently in advance of filing such materials with regulatory authorities to allow the Fund under Trust a reasonable opportunity to review the Contractsmaterials. 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 Trust or any affiliate of the FundTrust: 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 163992 v1 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials. However, it is anticipated that materials provided solely: (a) internally to 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, the NASD, or any state securities or insurance regulatory authorities, although such materials will be prepared in accordance with applicable laws.

Appears in 6 contracts

Sources: Participation Agreement (Separate Account a of Equitable Life Assu Soc of the Us), Participation Agreement (Separate Account a of Equitable Life Assu Soc of the Us), Participation Agreement (Separate Account a of Equitable Life Assu Soc of the Us)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust or its designee, each piece of sales literature or other promotional material in which the Fund Trust, the Advisor or the Adviser(s) Distributor is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund Trust shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designeedesignee or by the Distributor, except with the permission of the FundTrust or the Distributor or the designee of either. 4.3. The Fund Trust, the Advisor, 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 in which the Company and/or its separate account(s) ), is named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten fifteen Business Days after receipt of such material. 4.4. The Fund Trust, the Advisor, and the Advisers Distributor 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Trust or its shares, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Trust at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Contracts or each Account, promptly after the Fund under filing of such document with the ContractsSEC 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 5 contracts

Sources: Participation Agreement (Huntington Va Funds), Participation Agreement (Huntington Funds), Participation Agreement (Huntington Va Funds)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 5 contracts

Sources: Fund Participation Agreement (Jpmorgan Insurance Trust), Fund Participation Agreement (Separate Account I of National Integrity Life Ins Co), Fund Participation Agreement (Separate Account I of Integrity Life Insurance Co)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Investment Company or its designee, each piece of sales literature or other promotional material material, or component thereof, in which the Fund Investment Company, the Adviser, or the Adviser(s) Underwriter is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund Investment Company or its designee reasonably objects object to such use within ten fifteen 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 Fund Investment Company or concerning the Fund Investment Company in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund Investment Company shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundInvestment Company, or in sales literature or other promotional material approved by the Fund Investment Company or its designeedesignee or by the Underwriter, except with the permission of the FundInvestment Company or the Underwriter or the designee of either. 4.3. 4.3 The Fund Investment Company, the Underwriter, or its designee their designees shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material material, or component thereof, in which the Company and/or or its separate account(s) is Accounts are named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten fifteen Business Days after receipt of such material. 4.4. 4.4 The Fund Investment Company and the Advisers 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 offering materials 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund Investment Company will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Investment Company or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund Investment Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment Contracts or each Account, contemporaneously with the filing of such document with the SEC or other regulatory authorities. In the case of unregistered Contracts, in lieu of providing prospectuses and Statements of Additional Information, the Fund under Company shall provide the Investment Company with one complete copy of the offering materials for the Contracts. 4.7. 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, electronic media, 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 5 contracts

Sources: Participation Agreement (Metlife Investors Variable Annuity Account One), Participation Agreement (Cova Variable Annuity Account One), Participation Agreement (General American Life Insurance Co Sep Acct Eleven)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Administrator, the Adviser or its designeetheir designees, drafts of the separate accounts prospectuses and statements of additional information prepared by the Company or any person contracting with the Company to prepare such material in which the Trust, the Adviser or the Administrator is described, at least ten Business Days prior to the date such prospectus and statements of additional information are to be filed with the Securities and Exchange Commission. The Company shall furnish, or shall cause to be furnished, to the Trust, the Administrator, the Adviser or their designees, drafts of each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such prospectuses, statements of additional information, sales literature or promotional material shall be used unless the Company incorporates such comments as are provided by the Trust, the Adviser, the Administrator or their designees that relate to the Trust, the Adviser, or the Administrator or if the Fund Trust, the Adviser, the Administrator or its designee their designees reasonably objects to such use within ten five Business Days after receipt of such material. In the event that information concerning the Trust, the Administrator, or the Adviser is revised in subsequent drafts of such prospectus or statement of additional information in response to comments from the Securities and Exchange Commission or otherwise, the Company shall furnish, or shall cause to be furnished, the revised prospectus and the statements of additional information promptly upon revision and provide the Trust, the Administrator, the Adviser, or their designees a reasonable time to comment taking into account relevant printing and filing deadlines. 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Account and the Fund under Contract(s), promptly after the Contractsfiling 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 that refer to the Fund or any affiliate of the Fundfollowing: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet or other electronic media, telephone or tape recording, videotape 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), and educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 4 contracts

Sources: Fund Participation Agreement (Jpmorgan Insurance Trust), Fund Participation Agreement (Separate Account a of Pacific Life Insurance Co), Fund Participation Agreement (Separate Account a of Pacific Life & Annuity Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed (unless such description is limited to a Portfolio’s name and investment objective, as stated in the Trust’s prospectus), at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within ten Business Days after receipt of such materialmaterial and the Company represents and warrants that such material shall at all times comply with all applicable laws and regulations. 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 4 contracts

Sources: Fund Participation Agreement (Jefferson National Life Annuity Account G), Fund Participation Agreement (Jefferson National Life of New York Annuity Account 1), Fund Participation Agreement (Jpmorgan Insurance Trust)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(sAccount(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother 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 investment in the Fund 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 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (Annuity Investors Variable Account B), Participation Agreement (Annuity Investors Variable Account A), Participation Agreement (Annuity Investors Variable Account A)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the applicable Fund or its designee, each piece of sales literature or other promotional material that the Company develops and in which the such Fund (or a Designated Portfolio thereof) or the Adviser(s) Adviser or the Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if until approved by the applicable Fund or its designee, and such Fund will use its best efforts for it or its designee reasonably objects to review such use sales literature or promotional material within ten Business Days after receipt of such material. The applicable Fund or its designee reserves the right to reasonably object to the continued use of any such sales literature or other promotional material in which such Fund (or a Designated Portfolio thereof) or the Adviser or the Underwriter is named, and no such material shall be used if such Fund or its designee so object. 4.2. The Company shall not give any information or make any representations or statements on behalf of the either Fund or concerning a Fund or the Fund Adviser or the Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus Prospectus or SAI for the applicable Fund shares, as such registration statement and prospectus Prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the applicable Fund, or in sales literature or other promotional material approved by the applicable Fund or its designeedesignee or by the Underwriter, except with the permission of the Fundapplicable Fund or the Underwriter or the designee of either. The Company shall comply with all applicable laws, including Rule 498 under the 1933 Act, when composing, compiling and delivering sales literature or other promotional material. The applicable Fund 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. 4.3. The applicable Fund and the Underwriter, 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 that it develops and in which the Company, and/or its Account, is named. No such material shall be used until approved by the 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 its separate account(s) Account is named at least ten Business Days prior to its use. No named, and no such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialso objects. 4.4. The applicable Fund and the Advisers 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, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The applicable Fund will provide to the Company in electronic form at least one complete copy of all registration statements, summary and/or statutory prospectuses, statements of additional informationSAIs, 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 such Fund or its shares, which are relevant to promptly after the Company filing of such document(s) with the SEC or the Contractsother regulatory authorities. 4.6. The Company will provide to the applicable Fund at least one complete upon request an electronic copy of all registration statements, prospectusesprospectuses (which shall include an offering memorandum, statements of additional informationif 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 no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Account, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the applicable Fund under and the ContractsUnderwriter any complaints received from the Contract owners pertaining to such Fund or its Designated Portfolios. 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 a Fund or any affiliate of the a 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., 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 agents or employees, and registration statements, prospectuses, statements of additional informationSAIs, shareholder reports, and proxy materials, and any other communications distributed or made generally available with regard to a Fund.

Appears in 3 contracts

Sources: Participation Agreement (Mutual of America Separate Account No 2), Participation Agreement (Mutual of America Separate Account No 2), Participation Agreement (Mutual of America Separate Account No 3)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the permission of the FundFund or its designee. 4.3. 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 Fund in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Fund, upon the Fund'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, contemporaneously with the Fund under filing of such document with the ContractsSecurities 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (Hartford Life Insurance Co Separate Account Vl Ii), Participation Agreement (Hartford Life Insurance Co), Participation Agreement (Itt Hartford Life & Annuity Insurance Co Separate Acct Vl Ii)

Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) Company, a sub-adviser of one of the Funds, or INVESCO is named named, at least ten Business Days fifteen calendar days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days calendar days after receipt of such material. 4.44.2. The Fund and the Advisers Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or Company in connection with the Contracts, sale of the Contracts other than the information or representations contained in a the registration statement or prospectus for the ContractsCompany's shares, as such registration statement and prospectus 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 INVESCO, except with the permission of the Company or INVESCO. 4.3. The Company, INVESCO, 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 and/or its separate account(s), is named at least fifteen calendar days prior to its use. No such material shall be used if the Insurance Company or its designee object to such use within ten calendar days after receipt of that material. 4.4. The Company and INVESCO shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as that 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 Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the permission of the Insurance Company. 4.5. The Fund 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 Commission, the NASD, or other regulatory authorities. 4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, statements statement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-no action lettersletter, and all amendments any amendment to any of the above, that relate relates to the Fund or its shares, which are relevant to the Company Contracts or the Contracts. 4.6. The Company will provide to Account, contemporaneously with 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 filing of the abovedocument with the Commission, that relate to the investment in the Fund under the ContractsNASD, or other regulatory authorities. 4.7. 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 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., 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 agents 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. Company agrees that Insurance Company shall have the right to inspect, audit and copy all records pertaining to the performance of services under this Agreement pursuant to the requirements of the Ohio Department of Insurance. However, Company and INVESCO shall own and control all of their respective records pertaining to their performance of the services under this Agreement.

Appears in 3 contracts

Sources: Fund Participation Agreement (Galic of New York Separate Account I), Participation Agreement (Invesco Variable Investment Funds Inc), Participation Agreement (Annuity Investors Variable Account B)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designeethe Underwriter, each piece of sales literature or other promotional material ("sales literature") that the Company develops or uses and in which the Fund (or a Designated Portfolio thereof) or the Adviser(s) Adviser or the Underwriter is named, at least ten Business Days eight business days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days eight business days after receipt of such material. The Fund or its designee reserves the right to reasonably object to the continued use of such material, and no such material shall be used if the Fund or its designee so object. 4.2. 4.2 The Company shall not give any information or make any representations representation or statements statement on behalf of the Fund or concerning the 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 Fund sharesshares of the Designated Portfolios, as such registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. 4.3 The Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature that the Fund or other promotional material Underwriter develops or uses in which the Company and/or its separate account(s) Account is named named, at least ten Business Days eight business days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days eight business days after receipt of such material. The Company reserves the right to reasonably object to the continued use of such material and no such material shall be used if the Company so objects. 4.4. 4.4 The Fund and the Advisers 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, 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 or statement and prospectus of additional information 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, proxy statements, sales literature and other promotional materialsliterature, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund Designated Portfolios, contemporaneously with the filing of such document(s) with the SEC or its shares, which are relevant to the Company or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, shareholder reports, solicitations for voting instructions, sales literature and other promotional materialsliterature, applications for exemptions, requests request for no no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Accounts, contemporaneously with the Contractsfiling of such document(s) with the SEC or other regulatory authorities. 4.7. 4.7 For purposes of this Article IVAgreement, the phrase "sales literature or other promotional materialliterature" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fundfollowing: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, electronic media, 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), ) and educational or training materials or other communications distributed or made generally available to some or all agents or employees. 4.8 At the request of any party to this Agreement, any other party will make available to the requesting party's independent auditors all records, data and registration statements, prospectuses, statements of additional information, shareholder reports, access to operating procedures that may reasonably be requested in connection with compliance and proxy materialsregulatory requirements related to this Agreement or any party's obligations under this Agreement.

Appears in 3 contracts

Sources: Participation Agreement (First Metlife Investors Variable Annuity Account One), Participation Agreement (Fkla Variable Separate Account), Participation Agreement (Separate Account B of Paragon Life Insurance Co)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days prior to its use. No such literature or material shall be used if without prior approval from the Fund Fund, the Underwriter or its designee reasonably objects to such use within ten Business Days after receipt of such materialtheir designee. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days prior to its use. No such material shall be used if without prior approval from the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialCompany. 4.4. The 4.4 Neither the Fund and nor the Advisers 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, 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company or filing of such document with the Contracts. 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 investment in the Fund under the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature SEC 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 3 contracts

Sources: Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11), Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11), Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund Fund, its Advisers or the Adviser(s) Sponsor is named, at least ten Business Days prior to its use. The Company may use such material in fewer than ten Business Days if it receives the written consent of the Fund or its designee. No such material shall be used if the Fund or its designee reasonably objects to such use within ten 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 Fund or concerning the Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Sponsor, except with the permission of the FundFund or the Sponsor or the designee of either. 4.3. 4.3 The Fund Fund, Sponsor, Distributor 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 in which the Company and/or its separate account(s) or an Account is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. 4.4 The Fund Fund, the Distributor and the Advisers Sponsor shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the Contracts, Variable Insurance Products other than the information or representations contained in a registration statement or prospectus for the ContractsVariable Insurance Products, 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 Variable Insurance Product owners, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 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, which are relevant prior to or contemporaneously with the Company filing of each document with the SEC or the Contractsother regulatory authorities. 4.6. 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 exemptionsexemption, requests for no no-action letters, and all amendments to any of the above, that relate to the investment Variable Insurance Products or each Account, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. 4.7 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund 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. 4.8 The Fund and the Sponsor will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Fund's registration statement, particularly any change resulting in a change to the prospectus for any Account. The Fund under and the ContractsSponsor will cooperate with the Company so as to enable the Company to solicit voting instructions from owners of Variable Insurance Products, to the extent a solicitation is required by applicable law, or to make changes to its prospectus in an orderly manner. 4.7. 4.9 For purposes of this Article IV, the phrase "sales literature or and 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., any written communication distributed or made generally available to customers or the publiccustomers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articlearticles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (Mony Variable Account L), Participation Agreement (Metlife of Ct Fund Ul Iii for Variable Life Insurance), Participation Agreement (Separate Account Fp of Equitable Life Assur Soc of the Us)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material (as defined in Section 4.5) prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material (as defined in Section 4.5) prepared by the Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund under the Contracts. 4.7. 4.5 For purposes of this Article IV4, 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K), Participation Agreement (Guardian Separate Account K)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Funds or the Adviser(s) is Underwriter are named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Funds or its their designee reasonably objects to such use within ten five 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 Fund Funds or concerning the Fund Funds in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus prospectuses for the Fund sharesFunds, as such registration statement statements and prospectus prospectuses may be amended or supplemented from time to time, or in reports or proxy statements for the FundFunds, or in sales literature or other promotional material approved by the Fund Funds or its their designee, except with the permission of the FundFunds. 4.3. The Fund Funds 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Funds and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Upon request, the Funds 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 Funds or its their shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Upon request, the Company will provide to the Fund Funds 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 Fund Funds 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 Fund Funds or any affiliate of the FundFunds: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (Lincoln New York Account N for Variable Annuities), Participation Agreement (Lincoln Life Variable Annuity Account N), Participation Agreement (Protective Variable Annuity Separate Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus prospectuses for the Fund sharesFund, as such registration statement statements and prospectus prospectuses may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Upon request, 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Upon request, 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 investment in the Fund 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Participation Agreement (SBL Variable Annuity Account Xiv), Participation Agreement (SBL Variable Annuity Account Xi), Participation Agreement (Variable Annuity Account B)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days fifteen business days prior to its use. No such material shall be used if the Fund or its designee reasonably objects in writing to such use within ten 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 Fund or the Adviser concerning the Fund either of them in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. The Fund agrees to respond to any request for approval in a prompt and timely basis. 4.3. The Adviser or Fund shall furnish 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 which the Adviser or Fund prepared or caused to be prepared, in which the Company and/or or its separate account(s) account is named named, at least ten Business Days fifteen business days prior to its use. No such material shall be used if the Company or its designee reasonably objects in writing to such use within ten Business Days fifteen business days after receipt of such material. 4.4. The Fund Adviser and the Advisers Fund 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 (i) 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 (ii) reports for each the Account which are in the public domain or approved by the Company for distribution to Contract ownersowners or participants, or in (iii) 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 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 materialsmaterials in which the Company or its separate account is named, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund any Portfolio or its shares, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother 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 investment in Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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, electronic 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 agents or employeesemployees of the Adviser, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the ▇▇▇▇ ▇▇▇. 4.8. The Company agrees and acknowledges that the Adviser is the sole owner of the OppenheimerFunds, Inc. clasped hands ▇▇▇▇ and that all use of any designation comprised in whole or part of such ▇▇▇▇ under this Agreement shall inure to the benefit of the Adviser or the Fund. The Company shall not use such ▇▇▇▇ on its own behalf or on behalf of each Account in connection with marketing the Contracts without prior written consent of the Adviser, which consent shall not be unreasonably withheld, delayed or conditioned. Upon termination of this Agreement for any reason, the Company shall cease all use of any such ▇▇▇▇.

Appears in 3 contracts

Sources: Participation Agreement (American Foundation Variable Annuity Separate Account), Participation Agreement (Hamilton Alexander Variable Annuity Separate Account), Participation Agreement (Protective Variable Annuity Separate Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 3 contracts

Sources: Fund Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Fund Participation Agreement (Lincoln Life & Annuity Flexible Premium Variable Life Account M), Fund Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten seven Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten seven Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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., 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Separate Account One of Northern Life Insurance Co), Participation Agreement (Separate Account One of Northern Life Insurance Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material prepared by the Company, AGSI or any person contracting with the Company or AGSI in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, an Adviser, or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesProspectus, as such registration statement and prospectus or Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 Fund in which the Company and/or or its separate account(sAccount(s) is are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 or solicitations for voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother 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 investment in an Account or Contract contemporaneously with the Fund under filing of such document with the ContractsSecurities 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (American General Life Insurance Co of New York Separ Acct E), Participation Agreement (American General Life Insurance Co of New York Separ Acct E)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the permission of the FundFund or its designee. 4.3. 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statementsall, 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, contemporaneously with the Fund under filing of such document with the ContractsSecurities 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Separate Account Va-P of First Allmerica Fin Life Insur Co), Participation Agreement (Separate Account Va-P of Allmerica Fin Life Insur & Annu Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten 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 Fund or concerning the Fund in connection with the sale of the Contracts Variable Products other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten fifteen Business Days after receipt of such material. 4.4. The Fund and the Advisers Adviser shall not give any information or make any representations on behalf of the Company or concerning the Company, each Account, or the ContractsVariable Products, other than the information or representations contained in a registration statement statement, prospectus or prospectus private placement memorandum for the ContractsVariable Products, as such registration statement statement, prospectus and prospectus 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 contract owners, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the ContractsVariable Products. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, private placement memorandums, 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 Fund under the ContractsVariable Products. 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, private placement memorandums, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Allmerica Investment Trust), Participation Agreement (Allmerica Investment Trust)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Fund Fund, the Underwriter or its designee reasonably objects their designee, however, the failure to such use object in writing within ten two Business Days after receipt days will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to previously approved materials. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Company or its designee reasonably objects designee, however, the failure to such use object in writing within ten two Business Days after receipt will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to previously approved materials. 4.4. The 4.4 Neither the Fund and nor the Advisers 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, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company or filing of such document with the Contracts. 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 investment in the Fund under the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature SEC 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 2 contracts

Sources: Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11), Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother 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 investment in the Fund 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Talcott Resolution Life & Annuity Insurance Co Separate Account Seven), Participation Agreement (Hartford Life Insurance Co Separate Account Seven)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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 Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 2 contracts

Sources: Fund Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M), Fund Participation Agreement (Lincoln Life Flexible Premium Variable Life Account M)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material (as defined in Section 4.5) prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material (as defined in Section 4.5) prepared by the Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund under the Contracts. 4.7. 4.5 For purposes of this Article IV4, 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 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)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its their designee, sections of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund 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 Fund sharesTrust, as such registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 statement, prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus or prospectus, or SAI 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its request, at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Trust, upon the Trust’s request, at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 Fund under filing of such documents with the ContractsSecurities and Exchange Commission or other regulatory authorities. 4.7. The Trust will provide the Company with reasonable notice of any proxy solicitation for any Portfolio, and of any material change in the Trust’s registration statement, particularly 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, in an orderly manner. The Trust will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses. 4.8. For purposes of this Article IV4, 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 Funda Portfolio: 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., 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 agents or employeesemployees and any other material constituting sales literature or advertising under the National Association of Securities Dealers, Inc. or Financial Industry Regulatory Authority rules, the 1940 Act or the 1933 Act, with regard to a Portfolio. 4.9. Unless approved as provided for in this Article 4, the Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and SAI of additional information, shareholder reports, the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 2 contracts

Sources: Fund Participation Agreement (SBL Variable Annuity Account Xiv), Fund Participation Agreement (SBL Variable Annuity Account Xiv)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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., 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Massachusetts Mutual Variable Life Separate Account I), Participation Agreement (Massachusetts Mutual Variable Annuity Separate Account 4)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales PH02A/13795.1 literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.. PH02A/13795.1

Appears in 2 contracts

Sources: Participation Agreement (Phlvic Variable Universal Life Account), Participation Agreement (Phlvic Variable Universal Life Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its their designee, sections of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund 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 Fund sharesTrust, as such registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 statement, prospectus or prospectus SAI for the Contracts, as such registration statement and prospectus or prospectus, or SAI 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its request, at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Trust, upon the Trust’s request, at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 Fund under filing of such documents with the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature Securities and Exchange Commission 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 2 contracts

Sources: Fund Participation Agreement (Variable Annuity Account A), Fund Participation Agreement (Variable Annuity Account A)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother 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 ally of the above, that relate to the investment in the Fund under the Contracts. 4.7. For purposes , contemporaneously with the filing of this Article IV, such document with the phrase "sales literature Securities and Exchange Commission 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 2 contracts

Sources: 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. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days fifteen calendar days prior to its use. No such literature or material shall be used if without prior approval from the Fund Fund, the Underwriter or its designee reasonably objects their designee, however, the failure to such use object in writing within ten two Business Days after receipt days will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days fifteen calendar days prior to its use. No such literature or material shall be used if without prior approval from the Company or its designee reasonably objects designee, however, the failure to such use object in writing within ten two Business Days after receipt will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.4. The 4.4 Neither the Fund and nor the Advisers 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, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company or filing of such document with the Contracts. 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 investment in the Fund under the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature SEC 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 2 contracts

Sources: Retail Fund Participation Agreement (Talcott Resolution Life Insurance Co- Separate Account Twelve), Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Underwriter or its designee, each piece of sales literature or other promotional material that the Company develops and in which a Fund or its adviser or the Underwriter is named. No such material shall be used until approved in writing by Underwriter or its designee. Underwriter 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 Fund Fund, its adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No and no such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such materialso object. 4.2. The Company shall not give any information or make any representations or statements on behalf of the a Fund or concerning a Fund or its adviser or the Fund Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the a Fund, or in sales literature or other promotional material approved by the Fund Underwriter or its designee, except with the permission of the FundUnderwriter. 4.3. The Fund Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material that it develops and in which the Company, and/or its Account, is named. No such material shall be used until approved by the Company. 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 separate account(s) Account is named at least ten Business Days prior to its use. No named, and no such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialso objects. 4.4. The Fund and the Advisers 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, Contracts other than the information or representations contained in a registration statement and 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Underwriter will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 a Fund or its shares, which are relevant to promptly after the Company filing of such document(s) with the SEC or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Underwriter at least one complete copy of all registration statements, prospectusesprospectuses (which shall include an offering memorandum, statements of additional informationif 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 no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Account, promptly after the Contractsfiling of such document(s) with the SEC or other regulatory authorities. The Company shall provide to Underwriter any complaints received from the Contract owners pertaining to a Fund. 4.7. Underwriter will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Fund, and of any material change in a Fund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. Underwriter will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. 4.8. 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional informationSAIs, shareholder reports, and proxy materials, and any other communications distributed or made generally available with regard to a Fund.

Appears in 2 contracts

Sources: Participation Agreement (Merrill Lynch Life Variable Annuity Separate Account D), Participation Agreement (Ml of New York Variable Annuity Separate Account D)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its designee, their designee each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, promptly after filing such documents with the SEC and/or other regulatory authorities. An example of language used to describe the Trust in such documents shall be provided at least ten 10 Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Trust at least one complete copy of the following documents provided they specifically mention the Trust and provided the Trust has not previously reviewed the documents: 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 the Fund under filing of such documents with the ContractsSEC or other regulatory authorities. No such material shall be used if the Trust, the Adviser, the Administrator or their designee reasonably objects to such use within ten Business Days after receipt of such material. 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Fund Participation Agreement (Genworth Life & Annuity VA Separate Account 1), Fund Participation Agreement (Genworth Life of New York VA Separate Account 1)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material prepared by the Company, AGSI or any person contracting with the Company or AGSI in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesProspectus, as such registration statement and prospectus or Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the written permission of the Fund. 4.3. 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 Fund in which the Company and/or or its separate account(sAccount(s) is are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 or solicitations for voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. 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, which are relevant to within five (5) Business Days of the Company filing of such document with the SEC or the Contractsother 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 investment in an Account or Contract within five (5) Business Days of the Fund under filing of such document with the ContractsSEC 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (American General Life Insurance Co Separate Account D), Participation Agreement (U S Life Insurance Co in City of Ny Sep Act Usl Va-R)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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, contemporaneously with the Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and Statement of additional information, shareholder reports, Additional Information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 2 contracts

Sources: Fund Participation Agreement (One Group Investment Trust), Fund Participation Agreement (Fkla Variable Annuity Separate Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its 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 prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature Securities and Exchange Commission 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 2 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)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten seven Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten seven Business Days after receipt of such material. 4.2. The Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the permission of the FundFund or its designee. 4.3. 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten seven Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten seven Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

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. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Funds or the Adviser(s) is Underwriter are named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Funds or its their designee reasonably objects to such use within ten five Business Days after receipt of such material. The requirement to furnish materials under this provision shall not include materials that simply list one or more of the underlying fund names, underlying fund performance and/or information or representations that are contained in the registration statements or prospectuses for the Funds, as such registration statements and prospectuses may be amended or supplemented from time to time. 4.2. The Company shall not give any information or make any representations or statements on behalf of the Fund Funds or concerning the Fund Funds in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus prospectuses for the Fund sharesFunds, as such registration statement statements and prospectus prospectuses may be amended or supplemented from time to time, or in reports or proxy statements for the FundFunds, or in sales literature or other promotional material approved by the Fund Funds or its their designee, except with the permission of the FundFunds. 4.3. The Fund Funds 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 other· promotional material in which the Company and/or Con1pany or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Funds and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Upon request, the Funds 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 Funds or its their shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Upon request, the Company will provide to the Fund Funds 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 Fund Funds 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 Fund Funds or any affiliate of the FundFunds: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Principal Life Insurance Co Separate Account B), Participation Agreement (Principal Life Insurance Co Separate Account B)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior concurrent with its submission to its usethe NASD. No such material shall be used if the Fund or its designee reasonably objects makes a material objection to such use within ten three 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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.the 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten Business Days prior concurrent with its submission to its usethe NASD. No such material shall be used if the Company or its designee reasonably objects makes a material objection to such use within ten three Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, proxy statements, sales literature and other promotional materialsmaterials originated by the Fund or Underwriter, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, materials applications for exemptions, requests for no action letters, and all amendments to any of the above, that relate to the investment in the Fund under the Contracts.to 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 billboardsbillboard, 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Ameritas Variable Separate Account Va), Participation Agreement (Ameritas Variable Life Insurance Co Separate Account V)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company develops or proposes to use and in which the Fund (or a Portfolio thereof), the Adviser or the Adviser(s) Distributor is namednamed in connection with the Contracts, at least ten five (5) Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten three (3) 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 Fund or concerning the Fund Fund, the Portfolios, the Adviser or the Distributor 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 Fund sharesFund, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund Fund, the Distributor or its designeethe Adviser, except with the permission of the Fund, the Distributor or the Adviser. 4.3. The Fund Fund, the Adviser or its designee the Distributor 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 in which the Company and/or its separate account(s) is named at least ten five (5) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten three (3) Business Days after receipt of such material. 4.4. The Fund Fund, the Distributor and the Advisers 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, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund or its designees will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statementsSAIs, 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 a reasonable period of time following the filing of such document(s) with the SEC or its shares, which are relevant to the Company NASD or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund or its designees at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Accounts, within a reasonable period of time following the Contractsfiling of such document(s) with the SEC, NASD, or other regulatory authority. 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, 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; e.g., on-line networks such as the Internet or other electronic 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials (including solicitations for voting instructions) and 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 representatives of the appropriate regulatory authorities, 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 (Genworth Life of New York VA Separate Account 1), Fund Participation Agreement (Genworth Life & Annuity VA Separate Account 1)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Rydex Advisor Variable Annuity Account), Participation Agreement (Rydex Variable Trust)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund Fund, its Advisers or the Adviser(s) Sponsor is named, at least ten Business Days prior to its use. The Company may use such material (a) in fewer than ten Business Days if it receives the written consent of the Fund or its designee or (b) after ten Business Days if the Fund or its designee does not reasonably object to such use within ten Business Days after its receipt of such material. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such material. Notwithstanding the foregoing, the Company may use, and the Sponsor and the Fund authorize the Company to use, the names or other identifying marks of, and certain information about, the Sponsor and the Fund, without prior approval, as follows: in a listing by name of funds generally available through the Variable Insurance Products; and in fund fact sheets containing Fund-specific data furnished by the Sponsor or the Fund or data obtained from publicly available databases maintained by reputable sources such as Morningstar, Inc., provided such data is properly attributed to its source by the Company. 4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Sponsor, except with the permission of the FundFund or the Sponsor or the designee of either. 4.3. 4.3 The Fund Fund, the Sponsor, the Distributor 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 in which the Company and/or its separate account(s) or an Account is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.4 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, which are relevant prior to or contemporaneously with the Company filing of each document with the SEC or the Contractsother regulatory authorities. 4.6. 4.5 The Company will provide to the Fund 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 investment Variable Insurance Products or each Account, prior to or contemporaneously with the filing of such document with the SEC or other regulatory authorities. 4.6 The Company and the Fund shall also each promptly inform the other of the results of any examination by the SEC (or other regulatory authorities) that relates to the Variable Insurance Products, the Fund 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, unless prohibited by law. 4.7 The Fund and the Sponsor will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Portfolio, and of any material change in the Fund’s registration statement, particularly any change resulting in a change to the prospectus for any Account. The Fund under and the ContractsSponsor will cooperate with the Company so as to enable the Company to solicit voting instructions from owners of Variable Insurance Products, to the extent a solicitation is required by applicable law, or to make changes to its prospectus in an orderly manner. 4.7. 4.8 For purposes of this Article IV, the phrase "sales literature or and 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., any written communication distributed or made generally available to customers or the publiccustomers, including brochures, circulars, research reports, market letters, form letters, seminar texts, reprints or excerpts of any other advertisement, sales literature, or published articlearticles), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 2 contracts

Sources: Participation Agreement (Nationwide Vli Separate Account 4), Participation Agreement (Nationwide Provident Vli Separate Account 1)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, internet, 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.,

Appears in 1 contract

Sources: Fund Participation Agreement (National Variable Life Insurance Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 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., 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Massachusetts Mutual Variable Life Separate Account I)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.. -8- PH02A/13795.1

Appears in 1 contract

Sources: Participation Agreement (Phoenix Life & Annuity Variable Universal Life Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material prepared by the Company, AGSI or any person contracting with the Company or AGSI in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Neither the Company, AGSI nor any person contracting with the Company or AGSI shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund or the Adviser in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesProspectus, as such registration statement and prospectus or Fund Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the written permission of the Fund. 4.3. 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 Fund in which the Company and/or or its separate account(sAccount(s) is are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 or solicitations for voting instructions for each Account which are in the public domain or approved by the Company for distribution to Contract ownersParticipants, or in sales literature or other promotional material approved by the Company or its designee, except with the written permission of the Company. 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, which are relevant to within five (5) Business Days of the Company filing of such document with the SEC or the Contractsother 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 investment in an Account or Contract within five (5) Business Days of the Fund under filing of such document with the ContractsSEC 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 Fund or any affiliate of the Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (American General Life Insurance Co Separate Account D)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or and/ or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Lincoln Benefit Life Variable Life Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company.published 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Group Vel Account of Allmerica Financial Life Ins & Ann Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter , each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is namedUnderwriter are named , at least ten 10 Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten IO 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement statements or prospectus prospectuses for the Fund sharesFund, as such registration statement statements and prospectus prospectuses may be amended or supplemented from time to time, or in reports or proxy statements for the FundFunds , or in sales literature or other promotional material approved by the Fund or its designeedesignee , except with the permission of the Fund. 4.3. The Fund or its itsr designee shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or or its separate account(s) is or Contracts are named at least ten IO Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten IO Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Upon request, 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 Series’ shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Upon request, 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 investment in the Fund 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Guardian Separate Account R)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten seven 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. The Fund Fund, 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 in which the Company and/or its separate account(s) ), is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten seven Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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 Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.for

Appears in 1 contract

Sources: Participation Agreement (Cg Variable Life Insurance Separate Account A)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Adviser is named, at least ten Business Days fifteen business days prior to its use. No such material shall be used if the Fund or its ***designee reasonably objects in writing to such use within ten 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 Fund or the Adviser concerning the Fund either of them in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. The Fund agrees to respond to any request for approval in a prompt and timely basis. 4.3. The Adviser or Fund shall furnish 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 which the Adviser or Fund prepared or caused to be prepared, in which the Company and/or or its separate account(s) account is named named, at least ten Business Days fifteen business days prior to its use. No such material shall be used if the Company or its designee reasonably objects in writing to such use within ten Business Days fifteen business days after receipt of such material. 4.4. The Fund Adviser and the Advisers Fund shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountof the Accounts, or the Contracts, other than the information or representations contained in a (i) 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 (ii) reports for each Account the Accounts which are in the public domain or approved by the Company for distribution to Contract ownersowners or participants, or in (iii) 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 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 materialsmaterials in which the Company or its separate account is named, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund any Portfolio or its shares, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother 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 investment in Contracts or each of the Fund under Accounts, contemporaneously with the Contractsfiling 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 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, electronic media, 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 agents or employeesemployees of the Adviser, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials and any other material constituting sales literature or advertising under NASD rules, the 1940 Act or the ▇▇▇▇ ▇▇▇. 4.8. The Company agrees and acknowledges that the Adviser is the sole owner of the OppenheimerFunds, Inc. clasped hands ▇▇▇▇ and that all use of any designation comprised in whole or part of such ▇▇▇▇ under this Agreement shall inure to the benefit of the Adviser or the Fund. The Company shall not use such ▇▇▇▇ on its own behalf or on behalf of each of the Accounts in connection with marketing the Contracts without prior written consent of the Adviser, which consent shall not be unreasonably withheld, delayed or conditioned. Upon termination of this Agreement for any reason, the Company shall cease all use of any such ▇▇▇▇.

Appears in 1 contract

Sources: Participation Agreement (JPF Variable Annuity Separate Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Variable Annuity Account A)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeCompany, each Fund and the Underwriter each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Company, the Fund, the Adviser or the Adviser(s) Underwriter is nameddescribed, at least ten Business Days five business days prior to its use. No such literature or material shall be used if without prior approval from the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such materialand the Underwriter. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the a Fund or concerning the a Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with and the permission of the FundUnderwriter. 4.3. The 4.3 Each 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 in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Company or its designee reasonably objects designee, however, the failure to such use object in writing within ten two Business Days after receipt will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.4. The 4.4 None of the Fund and Company, the Advisers Funds or 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, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. The 4.5 Each Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the each 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 if applicable to the investment in a Separate Account or Contract, promptly after the Fund under filing of such document with the ContractsSEC or other regulatory authorities. 4.7. 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, Internet, 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, electronic mail, 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 agents or employees, and registration statements, disclosure documents, prospectuses, statements of additional information, shareholder reports, and proxy materials. 4.8 The Company agrees and acknowledges that the Company has no right, title or interest in the names and marks of the Fund Company or the Funds and that all use of any designation comprised in whole or part or such names or marks under this Agreement shall inure to the benefit of the Fund Company, the Funds and the Underwriter. Except as provided in Section 4.1, the Company shall not use any such names or marks on its own behalf or on behalf of a Separate Account in connection with marketing the Contracts without prior written consent of the Fund Company and the Underwriter. Upon termination of this Agreement for any reason, the Company shall cease all use of any such names or marks. 4.9 The Fund Company, the Funds and the Underwriter agree and acknowledge that each has no right, title or interest in the names and marks of the Company, and that all use of any designation comprised in whole or part or such names or marks under this Agreement shall inure to the benefit of the Company. Except as provided in Section 4.3, the Fund Company, the Funds and the Underwriter shall not use any such names or marks on its own behalf or on behalf of a Fund in connection with marketing the Fund without prior written consent of the Company. Upon termination of this Agreement for any reason, the Fund Company, the Funds and the Underwriter shall cease all use of any such names or marks.

Appears in 1 contract

Sources: Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) an Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Fund or its designee reasonably objects designee. The Fund shall use its reasonable best efforts to review any such use within material as soon as practicable after receipt and no later than ten (10) 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(sAccount(s) is or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten (10) Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which shares and are relevant to the Company or the Contracts. 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 investment in mention the Fund or the Portfolios under the Contracts; provided that, with respect to registration statements, the Company will only provide portions thereof that mention the Fund or the Portfolios. 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (WRL Series Life Corporate Account)

Sales Material and Information. 4.15.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeDistributor, each piece of sales literature or other promotional material in which the Fund (or any Series thereof), the Adviser, or the Adviser(s) Distributor is named, at least ten Business Days prior to its use. No and no such sales literature or other promotional material shall be used if without the Fund approval in writing (which may be electronic) of the Distributor or its designee reasonably objects to such use within ten Business Days after receipt of such materialdesignee. 4.25.2. 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved issued by the Fund or its designeeDistributor, except with the written (which may be electronic) permission of the FundDistributor. 4.35.3. The Fund Distributor or its designee shall furnish, or shall cause to be furnished, furnish to the Company or its designee, designee each piece of sales literature or other promotional material in which the Company and/or or its separate account(s) is named at least ten Business Days prior to its use. No Separate Accounts are named, and no such material shall be used if without the written (which may be electronic) approval of the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialdesignee. 4.45.4. The Fund Distributor agrees that it and the Advisers its affiliates and agents shall not give any information or make any representations on behalf of the Company or concerning the Company, each Accountthe Separate Accounts, or the ContractsVariable 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 ownersowners of such Variable Contracts, or in sales literature or other promotional material approved issued by the Company or its designeeCompany, except with the written (which may be electronic) permission of the Company. 4.55.5. The Fund Distributor will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, proxy statements, sales literature statements and other promotional voting solicitation materials, applications for exemptions, requests for no-action letters, and all amendments and supplements to any of the above, that relate to the Fund or its shares, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.65.6. The Company will provide to the Fund Distributor at least one complete copy of all registration statements, prospectusesprospectuses (which shall include an offering memorandum if the Variable Contracts issued by the Company or interests therein are not registered under the 1933 Act), 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 or supplements to any of the above, that relate to the investment in Variable Contracts issued by the Fund under Company or the ContractsSeparate Accounts promptly after the filing of such document with the SEC or other regulatory authority. 4.75.7. For purposes of this Article IVV, 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, computerized media, 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Aul American Unit Trust)

Sales Material and Information. 4.1. The Company Society shall furnish, or shall cause to be furnished, to the Fund Trust, the Advisers or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Society or any person contracting with the Society to prepare such material in which the Fund Trust, the Advisers or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Advisers, the Administrator or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The Company Neither the Society nor any person contracting with the Society to prepare sales literature or other promotional material shall not give any information or make any representations or statements on behalf of the Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund or its designee Administrator shall furnish, or shall cause to be furnished, to the Company Society or its designee, each piece of sales literature or other promotional material prepared by the Trust in which the Company and/or Society or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company Society or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and Neither the Trust, the Administrator, nor the Advisers shall not give any information or make any representations on behalf of the Company Society or concerning the CompanySociety, 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 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 Society for distribution to Contract owners, or in sales literature or other promotional material approved by the Company Society or its designee, except with the permission of the CompanySociety. 4.5. The Fund Trust will provide to the Company Society, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company Society will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Society and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 1 contract

Sources: Fund Participation Agreement (Modern Woodmen of America Variable Annuity Account)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or its investment adviser or the Adviser(s) underwriter is named, at least ten fifteen Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects object to such use within ten 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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.the 4.3. The Fund Fund, and the 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 in which the Company and/or its separate account(s) ), is named at least ten fifteen Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects object to such use within ten fifteen Business Days after receipt of such material. 4.4. The Fund and the Advisers Adviser 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, 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 Contracts or each Account, contemporaneously with the Fund under filing of such document with the ContractsSEC 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 Fund or any affiliate of the Fund: advertisements (such as material materials 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 agents agents, registered representatives or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Corporate Sponsored Vul Separate Account I)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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, the Internet 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Annuity Investors Variable Account C)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund, the Fund Affiliates or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Fund Affiliates is nameddescribed, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Fund, the Fund Affiliates or its designee reasonably objects their designee, however, the failure to such use object in writing within ten three Business Days after receipt days will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund Affiliates shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days five calendar days prior to its use. No such literature or material shall be used if without prior approval from the Company or its designee reasonably objects designee, however, the failure to such use object in writing within ten three Business Days after receipt will be deemed approval. Such approval process shall not apply to subsequent usage of such materialmaterials that are substantially similar to prior approved materials. 4.4. The 4.4 Neither the Fund and nor the Advisers Fund Affiliates shall not give any information or make any representations on behalf of the Company or concerning the Company, each Separate Account, or the Contracts, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersowners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 4.5 The Fund Affiliates will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company or filing of such document with the Contracts. 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 investment in the Fund under the Contracts. 4.7. For purposes of this Article IV, the phrase "sales literature SEC 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsregulatory authorities.

Appears in 1 contract

Sources: Retail Fund Participation Agreement (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Adviser is namednames, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects object to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales sale literature or other promotional material approved by the Fund or its designee, except with the permission of the Fund. 4.3. The Adviser and Fund shall furnish 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 which the Adviser or Fund prepared or caused to be prepared, in which the Company and/or its separate account(s) is named expressly named, at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Neither the Adviser or Fund and the Advisers 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 (i) 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 (ii) reports for each the Account which are in the public domain or approved by the Company for distribution to Contract owners, or in sales (iii) sale literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, proxy statements, sales literature and other promotional materialsmaterials in which the Company and/or its separate account(s) is named, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund or its shares, which are relevant prior to or contemporaneously with the filing of such document with the Securities and Exchange Commission or other regulatory authorities. The Fund shall also promptly inform the Company of the results of any examination by the Securities and Exchange Commission (or other regulatory authorities), of or referring to the Company Fund or the ContractsAdviser, and shall provide the Company with a copy of any "deficiency letter" or other correspondence or written report regarding any such examination which refers to the Fund. 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 investment in the Fund 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: means 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 mediabillboard), and sales literature (i.e.such as brochures, any written communication circulars, market letters and form letters), 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Variable Annuity Account G of Aetna Life Insuran & Anuity Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. The Fund or its designee Nationwide shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which a Fund, the Company, or any affiliate of the Company and/or its separate account(s) is named are named, at least ten seven (7) Business Days prior to its use. No such material shall be used if a Fund, the Company, or their respective designees reasonably objects to such use within seven (7) Business Days after receipt of such material. Notwithstanding the foregoing, Nationwide may identify the Funds in a listing of funds available as underlying investment options without prior review. Nationwide shall not give any information or make any representations or statement on behalf of a Fund, the Company or any affiliate of the Company or concerning a Fund or any other such entity in connection with the sale of the Variable Products other than the information or representations contained in the registration statement, prospectus or statement of additional information for a Fund, as such registration statement, prospectus and statement of additional information may be amended or supplemented from time to time, or in reports or proxy statements for a Fund, or in sales literature or other promotional material approved by a Fund, the Company or their respective designees, except with the written permission of a Fund, the Company or their respective designees. The Funds, the Company or their respective designees each agrees to respond to any request for approval on a prompt and timely basis. A Fund or its designee shall furnish, or shall cause to be furnished, to Nationwide or its designee, each piece of sales literature or other promotional material in which Nationwide and/or the Variable Accounts are named, at least seven (7) Business Days prior to its use. No such material shall be used if Nationwide or its designee reasonably objects to such use within ten seven (7) Business Days after receipt of such material. 4.4. The A Fund and the Advisers shall not give any information or make any representations on behalf of the Company Nationwide or concerning Nationwide, the Company, each AccountVariable Accounts, or the Contracts, Variable Products in connection with the sale of the Variable Products other than the information or representations contained in a registration statement, prospectus, or statement or prospectus of additional information for the ContractsVariable Products, 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 ownersVariable Accounts, or in sales literature or other promotional material approved by the Company Nationwide or its designee, except with the permission of the Company. 4.5Nationwide. The Fund will provide Nationwide or its designee agrees 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 respond to any of the above, that relate to the Fund or its shares, which are relevant to the Company or the Contracts. 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 request for voting instructions, sales literature approval on a prompt 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 Fund under the Contracts. 4.7timely basis. For purposes purpose of this Article IVsection, the phrase "sales literature or other promotional material" includes, 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), 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Fund Participation Agreement (Nationwide Variable Account 4)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Allstate Financial Advisors Separate Account I)

Sales Material and Information. 4.1. The 4.1 Company shall furnish, or shall cause to be furnished, promptly inform Underwriter as to the Fund status of all such sales literature filings and shall promptly notify Underwriter of all approvals or its designee, each piece disapprovals of sales literature or other promotional material filings in which the States. Underwriter and Fund or shall promptly provide Company with copies of correspondence and reports of inquiries, meetings and discussions concerning regulation of the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if Contracts and Owner complaints respecting the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such materialContracts. 4.2. The 4.2 Company shall not give any information or make any material representations concerning the Adviser, the Underwriter, or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the in: (a) a registration statement or prospectus for the Fund sharesFund, as such registration statement and prospectus may be amended or supplemented from time to time, or in ; (b) published reports or proxy statements for of the Fund which are in the public domain or are approved by Fund, ; or in (c) sales literature or other promotional material approved by the Fund or its designee, except with the permission of the Fund. 4.3. The Fund or its designee shall furnish4.3 Adviser, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers shall not give any information or make any representations on behalf of the Company or concerning the Company, each AccountUnderwriter, or the Contracts, Fund shall not make any material representations concerning Company other than the information or representations contained in in: (a) 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 ; (b) published reports for each or statements of the Contracts or the Account which are in the public domain or are approved by the Company for distribution to Contract owners, Company; or in (c) sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The 4.4 No Party shall use any other Party's names, logos, trademarks or service marks, whether registered or unregistered, without the prior consent of such Party. 4.5 Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to the Company or the Contracts. 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 Fund or its shares, in final form as filed with the investment SEC, NASD and other regulatory authorities. Fund agrees to notify Company of material changes in the management of the Fund under within a reasonable time prior to any such change becoming effective. 4.6 Company will provide to 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 and the Contracts, in final form as filed with the SEC, NASD and other regulatory authorities. Company agrees to notify Fund of material changes in the management of the Contracts within a reasonable time prior to any such changes becoming effective. If requested by Company in lieu thereof, Fund shall provide such documentation (including a final copy of the new prospectus as set in type at Fund's or Underwriter's expense) and other assistance as is reasonably necessary in order for Company once each year (or more frequently if the prospectus for Company is amended) to have the prospectus for the Contracts and Fund's prospectus printed together in one document. 4.7. 4.7 For purposes of this Article IVSection 4, the phrase "sales literature or other promotional material" includesshall be construed in accordance with all applicable securities laws and regulations. 4.8 To the extent required by applicable law, but is not limited toincluding the administrative requirements of regulatory authorities, or as mutually agreed between Company and Underwriter, Company reserves the right to modify any of the following that refer Contracts in any respect whatsoever. Company reserves the right in its sole discretion to suspend the sale of any of the Contracts, in whole or in part, or to accept or reject any application for the sale of a Contract. Company agrees to notify the other Parties promptly upon the occurrence of any event Company believes might necessitate a material modification or suspension. 4.9 The Parties agree to review the Contracts and the Fund or any affiliate during the last calendar quarter of the Fund: advertisements (such as material published, or designed each year 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 possible changes and will make their personnel reasonably 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsfor this purpose.

Appears in 1 contract

Sources: Participation Agreement (First Providian Life & Health Insur Co Separate Account C)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund Fund, the Underwriter or the Adviser(s) Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Fund or its designee reasonably objects designee. The Fund shall use its reasonable best efforts to review any such use within material as soon as practicable after receipt and no later than ten (10) 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 Fund or concerning the Fund 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 Fund shares, as such registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the FundFund 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 Fund or its designee, except with the permission of the Fund. The Fund agrees to respond to any request for approval under this Section 4.2 on a timely basis. 4.3. 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 in which the Company and/or its separate account(sAccount(s) is or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Company or its designee reasonably objects designee. The Company shall use its reasonable best efforts to review any such use within material as soon as practicable after receipt and no later than ten (10) Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which shares and are relevant to the Company or the Contracts, as soon as reasonably practicable after the filing of such document with the SEC. 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 investment in the Fund or the Portfolios under the Contracts, as soon as reasonably practicable after 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, 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials, and any other material constituting sales literature or advertisements under the rules of the NASD, the 1933 Act or the 1940 Act. 4.8. The Adviser hereby authorizes the Company to use the following branded names - "Van Kampe▇ ▇▇▇ ▇▇▇▇er An▇▇▇▇▇▇" - ▇▇ ▇▇e Contracts, prospectus or statement of additional information for the Contracts, or any materials used to market the Contracts ("Company Material"), subject to the terms and conditions of Sections 4.1 and 4.2 of this Agreement. The Company agrees not to use the name "Morgan St▇▇▇▇▇" ▇▇ ▇▇▇ Company Material unless permitted and approved by the Adviser; provided, however, that the Company may use such name where (i) in the opinion of counsel to the Company, or as directed by the SEC, such use is necessary to make the disclosures contained in the Company Material not misleading and (ii) the Company provides the Adviser with prompt notice of the required disclosure. It is understood that the names "Morgan St▇▇▇▇▇," "▇▇▇ ▇ampe▇" ▇▇▇ "▇▇ller An▇▇▇▇▇▇," ▇▇▇ ▇▇y derivative thereof or logos associated with such names (collectively, the "MS Names"), are the valuable property of the Adviser and its affiliates and that the Company shall only have the right to use the MS Names in Company Materials subject to the constraints set forth in this Section and with the prior approval of the Adviser. Upon termination of this Agreement, the Company shall, as soon as is reasonably possible, cease to use the MS Names.

Appears in 1 contract

Sources: Investment Management Agreement (American Enterprise Variable Annuity Account)

Sales Material and Information. [page break] 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust, the Adviser or its their designee, drafts of the separate accounts prospectuses and statements of additional information and each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company to prepare such material in which the Fund Trust, the Adviser or the Adviser(s) Administrator is nameddescribed, at least ten Business Days prior to its use. No such material shall be used if the Fund Trust, the Adviser, the Administrator or its their designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust prospectus, as such registration statement and or Trust prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust or its designee. 4.3. The Fund 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 Trust in which the Company and/or or its separate account(s) is named Accounts, are described at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund and Neither the Advisers Trust, the Administrator, nor the 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Trust will provide to the Company Company, upon its 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 Fund Trust or its shares, which are relevant to promptly after the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund under filing of such documents with the ContractsSecurities 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 that refer to the Fund or any affiliate of the Fundfollowing: 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., 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 agents or employees, . 4.8. The Company and registration statements, prospectuses, statements its agents shall make no representations concerning the Trust except those contained in the then-current prospectus and statement of additional information, shareholder reports, information of the Trust and proxy materialsin current printed sales literature of the Trust.

Appears in 1 contract

Sources: Fund Participation Agreement (Massachusetts Mutual Variable Life Separate Account I)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund Fund, the Underwriter or its their designee, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No such material shall be used if the Fund Fund, the Adviser, the Underwriter or its their designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. The 4.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesprospectus, as such registration statement and or Fund prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements 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. 4.3. The Fund or its designee designee. 4.3 The Fund 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 Fund in which the Company and/or or its separate account(s) is Accounts, are named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The 4.4 Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. 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 investment in an Account or Contract, contemporaneously with the Fund under filing of such document with the ContractsSecurities and Exchange Commission or other regulatory authorities. 4.7. 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 Fundfollowing: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Guardian Separate Acct N of the Guardian Ins & Annuity Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company develops or proposes to use and in which the Fund (or a Portfolio thereof), the Adviser or the Adviser(s) Distributor is namednamed in connection with the Contracts, at least ten five (5) Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten three (3) 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 Fund or concerning the Fund Fund, the Portfolios, the Adviser or the Distributor 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 Fund sharesFund, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund Fund, the Distributor or its designeethe Adviser, except with the permission of the Fund, the Distributor or the Adviser. 4.3. The Fund Fund, the Adviser or its designee the Distributor 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 in which the Company and/or its separate account(s) is named at least ten five (5) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten three (3) Business Days after receipt of such material. 4.4. The Fund Fund, the Distributor and the Advisers 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, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund or its designees will provide to the Company upon request at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statementsSAIs, sales literature and other promotional materials, applications for exemptions, requests for no-action letters, and all amendments and supplements to any of the above, that relate to the Fund or its shares, which are relevant to the Company or the ContractsFund. 4.6. The Company will provide to the Fund or its designees upon request at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no- action letters, and all amendments and supplements to any of the above, that relate to the investment in Accounts with respect to the Fund under the ContractsFund. 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, 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; e.g., on-line networks such as the Internet or other electronic 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials (including solicitations for voting instructions) and any other material constituting sales literature or advertising under the FINRA rules, the 1933 Act or the 1940 Act. 4.8. ▇▇ ▇▇▇ ▇equest of any party to this Agreement, each other party will make available to the other party's independent auditors and/or representatives of the appropriate regulatory authorities, 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 1 contract

Sources: Fund Participation Agreement (Separate Acct No 49 of Axa Equitable Life Insurance Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designeeUnderwriter, each piece of sales literature or other promotional material in which the Fund Trust or the Adviser(s) Underwriter is named, at least ten five Business Days prior to its use. No such material shall be used if the Fund Trust or its designee reasonably objects to such use within ten five 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 Fund Trust or concerning the Fund Trust in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesTrust, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the FundTrust, or in sales literature or other promotional material approved by the Fund Trust or its designee, except with the permission of the FundTrust. 4.3. The Fund 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 in which the Company and/or or its separate account(s) is or Contracts are named at least ten five Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund 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 Fund Trust or its shares, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund 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 Fund 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 Fund Trust or any affiliate of the FundTrust: 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.. PH02A/13795.1 -8-

Appears in 1 contract

Sources: Participation Agreement (Phoenix Life Variable Universal Life Account)

Sales Material and Information. 4.1. The Insurance Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) Company, a sub-adviser of one of the Funds, or INVESCO is named named, at least ten Business Days fifteen calendar days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days calendar days after receipt of such material. 4.44.2. The Fund and the Advisers Insurance Company shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Account, or Company in connection with the Contracts, sale of the Contracts other than the information or representations contained in a the registration statement or prospectus for the ContractsCompany's shares, as such registration statement and prospectus 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 INVESCO, except with the permission of the Company or INVESCO. 4.3. The Company, INVESCO, 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 and/or its separate account(s), is named at least fifteen calendar days prior to its use. No such material shall be used if the Insurance Company or its designee object to such use within ten calendar days after receipt of that material. 4.4. The Company and INVESCO shall not give any information or make any representations on behalf of the Insurance Company or concerning the Insurance Company, the Account, or the Contracts other than the information or representations contained in a registration statement or prospectus for the Contracts, as that 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 Insurance Company for distribution to Contract owners, or in sales literature or other promotional material approved by the Insurance Company or its designee, except with the permission of the Insurance Company. 4.5. The Fund 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 Commission, the NASD, or other regulatory authorities. 4.6. The Insurance Company will provide to the Company at least one complete copy of all each registration statementsstatement, prospectusesprospectus, statements statement of additional information, reportsreport, proxy statementssolicitation for voting instructions, piece of sales literature and other promotional materialsmaterial, applications application for exemptionsexemption, requests request for no-no action lettersletter, and all amendments any amendment to any of the above, that relate relates to the Fund or its shares, which are relevant to the Company Contracts or the Contracts. 4.6. The Company will provide to Account, contemporaneously with 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 filing of the abovedocument with the Commission, that relate to the investment in the Fund under the ContractsNASD, or other regulatory authorities. 4.7. 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 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, 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 agents 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. Company agrees that Insurance Company shall have the right to inspect, audit and copy all records pertaining to the performance of services under this Agreement pursuant to the requirements of the California Insurance Department. However, Company and INVESCO shall own and control all of their respective records pertaining to their performance of the services under this Agreement.

Appears in 1 contract

Sources: Participation Agreement (Safeco Separate Account C)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Companion Life Separate Account B)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.2. 4.1 The Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund 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 Fund Portfolio shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeeUnderwriter, except with the permission of the FundUnderwriter. In cases requiring such permission, the Company shall furnish, or shall cause to be furnished, to the Underwriter each piece of sales literature or other promotional material that it develops or uses and in which the Fund is named at least ten (10) calendar days prior to its use. No such material shall be used if the Underwriter reasonably objects to such use within five (5) calendar days after receipt of such material. The Company and its affiliates and agents will distribute Fund information only in compliance with applicable laws, including NASD rules and regulations. 4.34.2 The Underwriter will provide to the Company at least one complete copy of all registration statements, profiles, 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 Fund or Portfolio shares, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Underwriter will provide the Company with as much notice as is reasonably practicable of any material change in the Fund’s registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. The Underwriter will work with the Company so as to enable the Company to make changes to its prospectus or registration statement, in an orderly manner. The Underwriter will make reasonable efforts to attempt to have changes affecting Contract prospectuses become effective simultaneously with the annual updates for such prospectuses. 4.3 The Company will provide to the Underwriter at least one complete copy of all registration statements, 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, promptly after the filing of such document(s) with the SEC or other regulatory authorities. The Company shall provide to the Underwriter any complaints received from the Contract owners pertaining to the Fund or a Portfolio. 4.4 The Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material that it develops or uses and in which the Company Company, and/or its separate account(s) Account, is named at least ten Business Days fifteen calendar days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days (10) calendar days after receipt of such material. The Company reserves the right to reasonably object to the continued use of such material and no such material shall be used if the Company so objects. 4.4. 4.5 The Fund and the Advisers 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, or any certificates thereunder other than the information or representations contained in a registration statement the Contracts or prospectus for the Contractsany certificates thereunder, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.54.6 The Underwriter will provide prospectuses, statements of additional information and shareholder reports for the Portfolios in such quantities and at such times as the Company reasonably requests. If requested by the Company in lieu thereof, the Underwriter shall provide such documentation (including a final copy of the new prospectus on diskette at the Fund’s or Underwriter’s expense) and other assistance as is reasonably necessary in order for the Company once each year (or more frequently if the prospectus for the Fund is amended) to have the prospectus for the Contracts and the Fund’s prospectus printed together in one document (such printing of the Fund’s prospectus and profiles for existing Contract owners to be at the Fund’s or Underwriter’s expense). The Fund’s prospectus shall state that the current Statement of Additional Information (“SAI”) for the Fund is available. The Underwriter shall provide the Company with information regarding the Fund’s expenses, which information may include a table of fees and related narrative disclosure for use in any prospectus or other descriptive document relating to a Contract. The Company agrees that it will use such Fund information in the form provided. The Company shall provide prior written notice of any proposed modification of such Fund information, which notice will describe in reasonable detail the manner in which the Company proposes to modify the Fund information, and agrees that it may not modify such Fund information in any way without the prior written consent of the Underwriter. 4.7 The Company shall be solely responsible for the timely delivery to Contract owners of (i) Fund prospectuses, including all annual revised copies of the prospectus and other revisions, to Contract owners invested in the Fund, (ii) semi-annual and annual shareholder reports and (iii) proxy material, as required by applicable law. The Company shall send an SAI, as requested by a Contract owner, within three (3) business days of the receipt of Contract owner request. 4.8 The Company will provide to the Company Underwriter 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, which are relevant to the Company or the Contracts. 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 lettersif any, and all amendments to any of the above, that relate to any of the investment in the Fund under the ContractsPortfolios. 4.7. 4.9 The Company shall bear the expenses of distributing the Fund’s prospectus to owners of Contracts issued by the Company and of distributing the Fund’s proxy materials and reports to such Contract owners, and the Company shall bear the expense of printing copies of 11 the Fund’s prospectus and profiles that are used in connection with offering the Contracts issued by the Company. 4.10 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional informationSAIs, shareholder reports, and proxy materials, and any other communications distributed or made generally available with regard to the Portfolios.

Appears in 1 contract

Sources: Participation Agreement (TIAA Separate Account VA-3)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material that the Company develops or uses and in which the Fund (or a Portfolio thereof) or the Adviser(s) Adviser or the Underwriter is named, at least ten Business Days calendar days prior to its use. No such material shall be used if the Fund or its designee reasonably objects object to such use within ten Business Days calendar days after receipt of such material. The Fund or its designee reserves the right to reasonably object to the continued use of such material, and no such material shall be used if the Fund or its designee so object. 4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund 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 Fund shares, as such registration statement and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. 4.3 The Fund Fund, Underwriter, or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material in which the Company Company, and/or its separate account(s) Account, is named at least ten Business Days calendar days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days calendar days after receipt of such material. The Company reserves the right to reasonably object to the continued use of such material and no such material shall be used if the Company so objects. 4.4. 4.4 The Fund and the Advisers 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, 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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, which are relevant to within a reasonable time after the Company filing of such document(s) with the SEC or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Account, within a reasonable time after the Contractsfiling of such document(s) with the SEC or other regulatory authorities. 4.7. 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 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 agents or employees, and registration statements, prospectuses, statements of additional informationSAIs, shareholder reports, and proxy materials, and any other communications distributed or made generally available with regard to the Funds.

Appears in 1 contract

Sources: Participation Agreement (JPF Separate Account a of Jefferson Pilot Financial Ins Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, a copy of each piece of sales literature or other promotional material that the Company develops or proposes to use and in which the Fund (or Portfolio thereof), the Adviser or the Adviser(s) Distributor is namednamed in connection with the Contracts, at least ten Business Days (10) business days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days five (5) business days after receipt of such material. Notwithstanding the foregoing, Company may utilize Morningstar, Inc., or other comparable third party investment company analyst, to gather quarterly performance and fund data used in sales literature or other promotional material rather that obtaining such information from the Fund. Company will not obtain the approval of the Fund to verify the performance and fund data prior to its use. Fund names and additional disclosure will still be provided to the Fund for prior review in accordance with this section. If Company desires to change the third party providing this service, Company will receive written authorization from the Fund before making such change. 4.2. The Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund 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 Fund shares, as such registration statement and prospectus the same may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund Fund, Distributor or its designeeAdviser, except with the permission of the Fund, Distributor or Adviser. 4.3. The Fund Fund, the Adviser or its designee the Distributor 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 in which the Company and/or its separate account(s) is Accounts are named at least ten Business Days (10) business days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days five (5) business days after receipt of such material. 4.4. The Fund Fund, the Distributor and the Advisers 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, 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund will provide to For purposes of Articles IV and VIII, the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reports, proxy statements, phrase “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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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; e.g., on-line networks such as the Internet or other electronic 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials (including solicitations for voting instructions) and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the ▇▇▇▇ ▇▇▇. 4.6. At the request of any party to this Agreement, each other party will make available to the other party’s independent auditors and/or representatives 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 1 contract

Sources: Participation Agreement (Wanger Advisors Trust)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designeethe Underwriter, each piece of sales literature or other promotional material ("sales literature") that the Company develops or uses and in which the Fund (or a Designated Portfolio thereof) or the Adviser(s) Adviser or the Underwriter is named, at least ten Business Days eight business days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days eight business days after receipt of such material. The Fund or its designee reserves the right to reasonably object to the continued use of such material, and no such material shall be used if the Fund or its designee so object. 4.2. 4.2 The Company shall not give any information or make any representations representation or statements statement on behalf of the Fund or concerning the 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 Fund sharesshares of the Designated Portfolios, as such registration statement and statement, prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designeedesignee or by the Underwriter, except with the permission of the FundFund or the Underwriter or the designee of either. 4.3. 4.3 The Fund or its designee the Underwriter shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature that the Fund or other promotional material Underwriter develops or uses in which the Company and/or its separate account(s) Account is named named, at least ten Business Days eight business days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days eight business days after receipt of such material. The Company reserves the right to reasonably object to the continued use of such material and no such material shall be used if the Company so objects. 4.4. 4.4 The Fund and the Advisers 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, 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 or statement and prospectus of additional information 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, reports, proxy statements, sales literature and other promotional materialsliterature, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to the Fund Designated Portfolios, contemporaneously with the filing of such document(s) with the SEC or its shares, which are relevant to the Company or the Contractsother regulatory authorities. 4.6. 4.6 The Company will provide to the Fund at least one complete copy of all registration statements, prospectuses, statements of additional information, shareholder reports, solicitations for voting instructions, sales literature and other promotional materialsliterature, applications for exemptions, requests request for no no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Accounts, contemporaneously with the Contractsfiling of such document(s) with the SEC or other regulatory authorities. 4.7. 4.7 For purposes of this Article IVAgreement, the phrase "sales literature or other promotional materialliterature" includes, but is not limited to, any of the following that refer to the Fund or any affiliate of the Fundfollowing: advertisements (such as material published, or designed for use in, a newspaper, magazine, or other periodical, radio, television, electronic media, 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 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 agents or employees. 4.8 At the request of any party to this Agreement, any other party will make available to the requesting party's independent auditors all records, data and registration statements, prospectuses, statements of additional information, shareholder reports, access to operating procedures that may reasonably be requested in connection with compliance and proxy materialsregulatory requirements related to this Agreement or any party's obligations under this Agreement.

Appears in 1 contract

Sources: Participation Agreement (Metlife Investors Variable Annuity Account One)

Sales Material and Information. 4.1. 4.1 The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, the form of each piece of sales literature or other promotional material in which the Fund or the Adviser(s) its investment advisor is named, at least ten (10) Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within ten five (5) Business Days after receipt of such its material. 4.2. 4.2 The Company shall not give any information or make any representations or statements on behalf of the Fund or concerning the Fund in connection with the sale of the Contracts Variable Insurance Products other than the information or representations contained in the registration statement or prospectus Prospectus for the Fund shares, as such registration statement and prospectus Prospectus may be amended or supplemented from time to time, or in reports or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund or its designee, except with the permission of the FundFund or its designee. 4.3. 4.3 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 in which the Company and/or its separate account(s) is Separate Account(s), are named at least ten (10) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten five (5) Business Days after receipt of such material. 4.4. 4.4 The Fund and the Advisers shall not give any information or make any representations or statements on behalf of the Company or concerning the Company, each Separate Account, or the Contracts, Variable Insurance Products other than the information or representations contained in or accurately derived from a registration statement or prospectus for the Contractssuch Variable Insurance Products, 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 ownersOwners, or in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. 4.5 The Fund will shall provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to contemporaneously with the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.6. 4.6 The Company will shall provide to the Fund at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional Information, reports, solicitations for voting instructions, sales literature and other promotional materials, applications for exemptions, requests for no no-action letters, and all amendments to any of the above, that relate to the investment in Variable Insurance Products or any Separate Account, contemporaneously with the Fund under filing of such document with the ContractsSEC or other regulatory authorities. 4.7. 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., 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 agents or employees, and registration statements, prospectuses, statements Statements of additional informationAdditional Information, shareholder share-hold-er reports, and proxy materialsmaterials and any other material constituting sales literature or advertising under the 1933 Act, the 1940 Act or NASD rules.

Appears in 1 contract

Sources: Participation Agreement (Manning & Napier Insurance Fund Inc)

Sales Material and Information. 4.1. 5.1 The Company shall furnish, or shall cause to be furnished, to the Fund Funds or its designeeJPMDS, each piece of sales literature or other promotional material prepared by the Company or any person contracting with the Company in which the Fund Fund, the Adviser or the Adviser(s) JPMDS is nameddescribed, at least ten Business Days business days prior to its use. No such literature or material shall be used if the Fund Funds or its their or their designee reasonably objects to such use within ten Business Days calendar days after receipt of such materialmaterial Such approval process shall not apply to subsequent usage of materials that are the same as prior approved materials. 4.2. The 5.2 Neither the Company nor any person contracting with the Company shall not give any information or make any representations or statements on behalf of the Fund Funds or concerning the Fund Funds in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund sharesShares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports to shareholders or proxy statements for the Fund, or in sales literature or other promotional material approved by the Fund Funds or its their designee, except with the permission of the FundFunds or their designee. 4.3. 5.3 The Fund or its designee Funds shall furnish, or shall cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which the Company and/or its separate account(s) or any Separate Account is named named, at least ten Business Days business days prior to its use. No such literature or material shall be used if the Company or its designee reasonably objects to such use within ten Business Days calendar days after receipt of such material. Such approval process shall not apply to subsequent usage of materials that are the same as prior approved materials. 4.4. The Fund and 5.4 Neither the Advisers Funds nor JPMDS shall not give any information or make any representations on behalf of the Company or concerning the Company, each Separate Account, or the Contracts, Contracts other than the information or representations contained in the Contracts, a disclosure document, registration statement or prospectus for the ContractsContracts (if applicable), 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 ownersOwners or participants, or in sales literature or other promotional material approved by the Company or its designeeCompany, except with the permission of the Company. 4.5. 5.5 The Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional information, reportsreports to shareholders, 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, which are relevant to promptly after the Company filing of such document with the SEC or the Contractsother regulatory authorities. 4.6. 5.6 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 if applicable to the investment in a Separate Account or Contract, promptly after the Fund under filing of such document with the ContractsSEC or other regulatory authorities. 4.7. 5.7 For purposes of this Article IVV, 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, Internet, 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 agents or employees, and registration statements, disclosure documents, prospectuses, statements of additional information, shareholder reports, and proxy materials. 5.8 The Company agrees and acknowledges that the Company has no right, title or interest in the names and marks of the Fund, the Advisers or their affiliates and that all use of any designation comprised in whole or part or such names or marks under this Agreement shall inure to the benefit of the Funds, the Advisers or their affiliates. Except as provided in Section 5.1, the Company shall not use any such names or marks on its own behalf or on behalf of a Separate Account in connection with marketing the Contracts without prior written consent of the Funds or JPMDS. Upon termination of this Agreement for any reason, the Company shall cease all use of any such names or marks. 5.9 The Funds and JPMDS each agree and acknowledge that each has no right, title or interest in the names and marks of the Company, and that all use of any designation comprised in whole or part or such names or marks under this Agreement shall inure to the benefit of the Company. Except as provided in Section 5.3, neither the Funds nor JPMDS shall use any such names or marks in connection with marketing the Fund without prior written consent of the Company. Upon termination of this Agreement for any reason, the Fund shall cease all use of any such names or marks.

Appears in 1 contract

Sources: Retail Fund Participation Agreement and Mutual Fund Sales Agreement Addendum (Hartford Life Insurance Co Separate Account 11)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to contemporaneously with the Company filing of such document with the Securities and Exchange Commission or the Contractsother 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 investment in the Fund 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 andy 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Penn Mutual Variable Annuity Account Iii)

Sales Material and Information. 4.1. The 4.1 Company shall furnish, will furnish or shall cause to be furnished, to the Fund or its designeeAdviser, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) Adviser is named, (i) if such sales literature or other promotional material is to be distributed only to broker-dealers that are selling the Contracts and not to the general public, at least four (4) Business Days prior to its use, and (ii) in the case of all other sales literature or other promotional material, at least ten Business Days (10) days prior to its use. No such material shall will be used if the Fund or its designee Adviser reasonably objects to such use within ten within, (x) in the case of sales material specified in clause (i) above, two (2) Business Days after receipt of such material, and (y) in the case of sales material specified in clause (ii) above, five (5) Business Days after receipt of such material. 4.2. The 4.2 Company shall not give any information or make any material representations or statements on behalf of the Fund or concerning the Adviser or the Fund in connection with the sale of the Contracts other than the information or representations contained in the in: (a) a registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in ; (b) reports or proxy statements for Fund; (c) published reports for Fund which are in the Fund, public domain or in are approved by Fund or Adviser; or (d) sales literature or other promotional material provided by or approved by the Fund or its designee, Adviser; except with the permission of the FundFund or Adviser. Fund and Adviser agree to respond to any request for approval on a prompt and timely basis. 4.3. The 4.3 Fund or its designee shall Adviser will furnish, or shall will cause to be furnished, to the Company or its designee, each piece of sales literature or other promotional material in which Company or the Company and/or its separate account(s) Account is named named, at least ten (10) Business Days prior to its use. No such material shall will be used if the Company or its designee reasonably objects to such use within ten five (5) Business Days after receipt of such material. 4.4. The 4.4 Adviser or the Fund and the Advisers shall not give any information or make any material representations or statements on behalf of the Company or concerning the Company, each Account, or the Contracts, Company other than the information or representations contained in in: (a) 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 ; (b) published reports for each or statements of the Contracts or the Account which are in the public domain or are approved by the Company for distribution to Contract owners, Company; or in (c) sales literature or other promotional material provided or approved by the Company or its designee, Company; except with the permission of the Company. Company agrees to respond to any request for approval on a prompt and timely basis. 4.5. 4.5 The sales literature and promotional material described in Sections 4.1 and 4.3, and the requests for approval described in Sections 4.2 and 4.4, shall be sent by the parties via facsimile or overnight delivery service. 4.6 No Party shall use any other Party's names, logos, trademarks or service marks, whether registered or unregistered, without the prior consent of such Party. 4.7 Fund will provide to the Company at least one complete copy of all registration statements, prospectuses, statements Statements of additional informationAdditional 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, which are relevant to the Company or the Contracts. 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 Fund or its shares, in final form as filed with the investment SEC, NASD and other regulatory authorities. If requested by Company in lieu thereof, Fund shall provide such documentation (including a final copy of the current prospectus set in type at Fund's expense) and other assistance as is reasonably necessary in order for Company once each year (or more frequently if the prospectus for Fund is amended more frequently) to have the prospectus for the Contracts and Fund's prospectus printed together in one document, in which case Fund will pay its share of reasonable expenses directly related to the required disclosure of information concerning Fund. Fund agrees to notify Company of material changes in the management of Fund under within a reasonable time prior to any such change becoming effective. 4.8 Company will provide to 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 and the Contracts, in final form as filed with the SEC, NASD and other regulatory authorities. Company agrees to notify Fund of material changes in the management of the Contracts within a reasonable time prior to any such changes becoming effective. 4.7. 4.9 For purposes of this Article IVSection 4, 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, magazine or other periodical, radio, television, telephone or tape recording, videotape display, signs or billboards, motion pictures, pictures or other public media, i.e., on-line networks such as the Internet or other electronic messages), 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, literature or published article), educational or training materials or other communications distributed or made generally available to some or all agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materialsmaterials and any other material constituting sales literature or advertising under the NASD rules, the 1933 Act or the 1940 Act. Such phrase shall be construed in accordance with all applicable securities laws and regulations. 4.10 To the extent required by applicable law, including the administrative requirements of regulatory authorities, or as mutually agreed between Company and Adviser, Company reserves the right to modify any of the Contracts in any respect whatsoever. Company reserves the right in its sole discretion to suspend the sale of any of the Contracts, in whole or in part, or to accept or reject any application for the sale of a Contract, provided that any such suspension is temporary. Company agrees to notify the other Parties promptly upon the occurrence of any event Company believes might necessitate a material modification or suspension. 4.11 The Parties agree to review the prospectuses for the Contracts and the Fund during the first calendar quarter of each year for possible changes and will make their personnel reasonably available to discuss such possible changes. 4.12 At the request of any Party, each other Party will make available to the requesting 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 to any Party's obligations under this Agreement.

Appears in 1 contract

Sources: Participation Agreement (First Providian Life & Health Insur Co Separate Account C)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Underwriter or its designee, each piece of sales literature or other promotional material that the Company develops and in which a Fund or its adviser or the Underwriter is named. No such material shall be used until approved by Underwriter or its designee. Underwriter 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 Fund Fund, its adviser or the Adviser(s) Underwriter is named, at least ten Business Days prior to its use. No and no such material shall be used if the Fund or its designee reasonably objects to such use within ten Business Days after receipt of such materialso object. 4.2. The Company shall not give any information or make any representations or statements on behalf of the a Fund or concerning a Fund or its adviser or the Fund Underwriter in connection with the sale of the Contracts other than the information or representations contained in the registration statement or profiles or prospectus or SAI for the Fund shares, as such registration statement and profiles and prospectus or SAI may be amended or supplemented from time to time, or in reports or proxy statements for the a Fund, or in sales literature or other promotional material approved by the Fund Underwriter or its designee, except with the permission of the FundUnderwriter. 4.3. The Fund Underwriter or its designee shall furnish, or shall cause to be furnished, to the Company or its designeeCompany, each piece of sales literature or other promotional material that it develops and in which the Company, and/or its Account, is named. No such material shall be used until approved by the Company. 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 separate account(s) Account is named at least ten Business Days prior to its use. No named, and no such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such materialso objects. 4.4. The Fund and the Advisers 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, Contracts other than the information or representations contained in a registration statement and 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 4.5. The Fund Underwriter will provide to the Company at least one complete copy of all registration statements, prospectuses, statements of additional informationSAIs, 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 a Fund or its shares, which are relevant to promptly after the Company filing of such document(s) with the SEC or the Contractsother regulatory authorities. 4.6. The Company will provide to the Fund Underwriter at least one complete copy of all registration statements, prospectusesprospectuses (which shall include an offering memorandum, statements of additional informationif 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 no-action letters, and all amendments to any of the above, that relate to the investment in Contracts or the Fund under Account, promptly after the Contractsfiling of such document(s) with the SEC or other regulatory authorities. The Company shall provide to Underwriter any complaints received from the Contract owners pertaining to a Fund. 4.7. Underwriter will provide the Company with as much notice as is reasonably practicable of any proxy solicitation for any Fund, and of any material change in a Fund's registration statement, particularly any change resulting in a change to the registration statement or prospectus for any Account. Underwriter will work with the Company so as to enable the Company to solicit proxies from Contract owners, or to make changes to its prospectus or registration statement, in an orderly manner. 4.8. 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 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., 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 agents or employees, and registration statements, prospectuses, statements of additional informationSAIs, shareholder reports, and proxy materials, and any other communications distributed or made generally available with regard to a Fund.

Appears in 1 contract

Sources: Participation Agreement (Ml of New York Variable Annuity Separate Account D)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund Trust or its designee, each piece of sales literature or other promotional material in which the Fund Trust, MFS, any other investment adviser to the Trust, or the Adviser(s) is any affiliate of MFS are named, at least ten three (3) Business Days prior to its use. No such material shall be used if the Fund Trust, MFS, or its designee their respective designees reasonably objects to such use within ten three (3) 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. The Fund 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 in which the Company and/or its separate account(s) the Accounts is named named, at least ten three (3) Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten three (3) Business Days after receipt of such material. 4.4. The Fund Trust and the Advisers MFS 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 ownersAccounts, 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 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 Fund Company and the Trust (or its designee in lieu of the Company or the Trust, as appropriate) will each provide to the Company 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-no- action letters, and all amendments to any of the above, that relate to the Fund Policies, or to the Trust or its sharesShares, which are relevant 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 Company Policies, the Trust or its Shares, and the Contractsparty 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 Company Trust and MFS will provide the Company with as much notice as is reasonably 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 Fund at least one complete copy of all registration statements, prospectuses, statements statement or prospectus or statement of additional informationinformation 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, reportsstatement of additional information or registration statement, solicitations 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 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 Fund under the Contractssuch prospectuses. 4.7. 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, 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), 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Sun Life of Canada U S Variable Account G)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund or the Adviser(s) is named, at least ten Business Days prior to its use. No such material shall be used if the Fund or its designee reasonably objects to such use within 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 Fund or concerning the Fund in connection with the sale of the Contracts other than the information or representations contained in the registration statement or prospectus for the Fund shares, as such registration statement and prospectus may be amended or supplemented from time to time, or in reports or proxy statements 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. 4.3. 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 in which the Company and/or its separate account(s) is named at least ten Business Days prior to its use. No such material shall be used if the Company or its designee reasonably objects to such use within ten Business Days after receipt of such material. 4.4. The Fund and the Advisers 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which are relevant to the Company or the Contracts. 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 investment in the Fund 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials.

Appears in 1 contract

Sources: Participation Agreement (Group Vel Account of Allmerica Financial Life Ins & Ann Co)

Sales Material and Information. 4.1. The Company shall furnish, or shall cause to be furnished, to the Fund or its designee, each piece of sales literature or other promotional material in which the Fund Fund, the Underwriter or the Adviser(s) Adviser is named, at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Fund or its designee reasonably objects designee. The Fund shall use its reasonable best efforts to review any such use within material as soon as practicable after receipt and no later than ten (10) 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 Fund or concerning the Fund 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 Fund shares, as such registration statement, prospectus or statement and prospectus of additional information may be amended or supplemented from time to time, or in reports or proxy statements for the FundFund 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 Fund or its designee, except with the permission of the Fund. The Fund agrees to respond to any request for approval under this Section 4.2 on a timely basis. 4.3. 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 in which the Company and/or its separate account(sAccount(s) is or Contract(s) are named at least ten (10) Business Days prior to its use. No such material shall be used if without the prior approval of the Company or its designee reasonably objects designee. The Company shall use its reasonable best efforts to review any such use within material as soon as practicable after receipt and no later than ten (10) Business Days after receipt of such material. 4.4. The Neither the Fund and nor the Advisers 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 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 in sales literature or other promotional material approved by the Company or its designee, except with the permission of the Company. 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, which shares and are relevant to the Company or the Contracts, as soon as reasonably practicable after the filing of such document with the SEC. 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 investment in the Fund or the Portfolios under the Contracts, as soon as reasonably practicable after 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, 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., 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 agents or employees, and registration statements, prospectuses, statements of additional information, shareholder reports, and proxy materials, and any other material constituting sales literature or advertisements under the rules of the NASD, the 1933 Act or the ▇▇▇▇ ▇▇▇. 4.8. The Adviser hereby authorizes the Company to use the following branded names – “▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇” – in the Contracts, prospectus or statement of additional information for the Contracts, or any materials used to market the Contracts (“Company Material”), subject to the terms and conditions of Sections 4.1 and 4.2 of this Agreement. The Company agrees not to use the name “▇▇▇▇▇▇ ▇▇▇▇▇▇▇” in any Company Material unless permitted and approved by the Adviser; provided, however, that the Company may use such name where (i) in the opinion of counsel to the Company, or as directed by the SEC, such use is necessary to make the disclosures contained in the Company Material not misleading and (ii) the Company provides the Adviser with prompt notice of the required disclosure. It is understood that the names “▇▇▇▇▇▇ ▇▇▇▇▇▇▇,” “▇▇▇ ▇▇▇▇▇▇” and “▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇,” and any derivative thereof or logos associated with such names (collectively, the “MS Names”), are the valuable property of the Adviser and its affiliates and that the Company shall only have the right to use the MS Names in Company Materials subject to the constraints set forth in this Section and with the prior approval of the Adviser. Upon termination of this Agreement, the Company shall, as soon as is reasonably possible, cease to use the MS Names.

Appears in 1 contract

Sources: Participation Agreement (Universal Institutional Funds Inc)