The Distributor Sample Clauses
POPULAR SAMPLE Copied 1 times
The Distributor. The Distributor shall indemnify and hold harmless the Company and each person who controls or is associated with the Company within the meaning of such terms under the federal securities laws, and any officer, director, employee or agent of the foregoing, against any and all losses, claims, damages or liabilities, joint or several (including any investigative, legal and other expenses reasonably incurred in connection with, and any amounts paid in settlement of any action, suit or proceeding or any claim asserted), to which the Company and/or any such person may become subject, under any statute or regulation, any NASD rule or interpretation, at common law or otherwise, insofar as such losses, claims, damages or liabilities arise out of or are based upon: (i) violations(s) by the Distributor or a Representative of federal or state securities law(s) or regulation(s), applicable banking law(s) or regulation(s), insurance law(s) or regulation(s) or any rule or requirement of the NASD; or (ii) any unauthorized use of sales or advertising material, any oral or written misrepresentations, or any unlawful sales practices concerning the Contracts, by the Distributor or a Representative; or (iii) claims by the Representatives or other agents or representatives of the Distributor for commissions or other compensation or remuneration of any type; or (iv) any action or inaction by a clearing broker through whom the Distributor purchases any transaction pursuant to this Agreement; or (v) any failure on the part of the Distributor or a Representative to submit premiums or Applications to the Company, or to submit the correct amount of a premium, on a timely basis and in accordance with Section 4 of this Agreement, subject to applicable law; or (vi) any failure on the part of the Distributor or a Representative to deliver the Contracts to purchasers thereof on a timely basis; or (vii) a breach by the Distributor of any provisions of this Agreement. This indemnification agreement shall be in addition to any liability that the Distributor may otherwise have; provided, however, that no person shall be entitled to indemnification pursuant to this provision if such loss, claim, damage or liability is due to the willful misfeasance, bad faith, gross negligence or reckless disregard of duty by the person seeking indemnification.
The Distributor. In connection with the obligation of the Investment Adviser to maintain the Fund’s Net Investment Income as set forth in section 1 herein, the Distributor may waive its Rule 12b-1 fees contemplated by the Distribution Agreement, and shall have the same rights to be reimbursed by the Fund as the Investment Adviser, as set forth in Section 1 above, to the extent that the Investment Adviser has not already been reimbursed by the Fund for its payment of Rule 12b-1 fees.
The Distributor. The Distributor serves as the distributor for the Trust, and investment adviser to the Funds.
The Distributor. The term “Distributor” shall include the Distributor and its respective principals, employees, parents, subsidiaries and Affiliates.
The Distributor. The Distributor has been duly organized as a Delaware limited liability company and is validly existing and in good standing under the applicable Legal Requirements of the jurisdiction of its formation and has all requisite limited liability company power and authority to own, lease and operate its properties and to carry on its business as proposed to be conducted following the Closing upon consummation of the transactions contemplated by this Agreement.
The Distributor. The Customer agrees and acknowledges that:
(a) it is the distributor, not Flow Power, who connects or connected the Premises to the distribution system and who will maintain that connection;
(b) the distributor is responsible for taking the supply of the Export Electricity into the distribution system;
(c) when the supply of electricity to the Premises is interrupted, so too will the supply of the Export Electricity to the distribution system; and
(d) Flow Power is not liable to the Customer in respect of any of these matters.
The Distributor. Under its General Distributor’s Agreement with the Fund, the Distributor acts as the Fund’s principal underwriter in the continuous public offering of the different classes of shares of the Fund. The Distributor bears the expenses normally attributable to sales, including advertising and the cost of printing and mailing prospectuses, other than those furnished to existing shareholders. The Distributor is not obligated to sell a specific number of shares. Expenses normally attributable to sales are borne by the Distributor. The compensation paid to (or retained by) the Distributor from the sale of shares or on the redemption of shares during the Fund’s three most recent fiscal years is shown in the table below. Class N shares were not publicly offered during the Fund’s fiscal year’s depicted and therefore are not included in any of the charts located in this section of the Statement of Additional Information. ------------ ------------------ -------------------- -------------------- ------------------- ------------------- Fiscal Aggregate Class A Front-End Concessions on Concessions on Concessions on Front-End Sales Sales Charges Class A Shares Class B Shares Class C Shares Year Ended Charges on Class Retained by Advanced by Advanced by Advanced by 9/30: A Shares Distributor Distributor1 Distributor1 Distributor1 ------------ ------------------ -------------------- -------------------- ------------------- ------------------- ------------ ------------------ -------------------- -------------------- ------------------- ------------------- 1999 $4,286,718 $1,064,430 $1,286,163 $4,932,789 $1,269,945 ------------ ------------------ -------------------- -------------------- ------------------- ------------------- ------------ ------------------ -------------------- -------------------- ------------------- ------------------- 2000 $1,550,393 $441,210 $344,902 $1,874,987 $511,748 ------------ ------------------ -------------------- -------------------- ------------------- ------------------- ------------ ------------------ -------------------- -------------------- ------------------- ------------------- 2001 $________ $________ $________ $________ $________ ------------ ------------------ -------------------- -------------------- ------------------- ------------------- 1. The Distributor advances concession payments to dealers for certain sales of Class A shares and for sales of Class B and Class C shares from its own resources at the time of sale. -------------- --...
The Distributor. The Distributor may at any time assign ("Assignee Distributor") all or any part of its rights and benefits under or arising out of this Agreement. The Distributor may also agree with an Assignee Distributor that the Assignee Distributor shall assume and perform all or parts of the Distributor's obligations hereunder. The Supplier shall execute and do all such transfers, assignments, assurances, acts and things as the Distributor may require or as is required by applicable Laws for perfecting and completing any such assignment and/or assumption or rights, benefits and obligations:
(a) When such an assignment takes effect references in this Agreement to the Distributor shall thereafter be construed so as to include the Assignee Distributor in relation to such rights and benefits and
(b) When such an assumption takes effect the Distributor shall be released from the transferred obligations and the Supplier shall look only to the Assignee Distributor in respect of such obligations. All agreements, representations and warranties made in this Agreement shall survive any assignment and/or assumption made pursuant to this Clause and shall also inure to the benefit of all Assignee Distributors.
The Distributor. (1) acknowledges that the Distributor has relied on its own independent assessment and judgment in determining whether the Diversa Portal meets its technical and business requirements (including such technical requirements in relation to the interoperability of the Diversa Portal with its own systems);
(2) acknowledges that the Distributor is solely responsible for acquiring and maintaining software or hardware needed to access the Diversa Portal;
(3) must comply, and ensure that its Representatives comply, with the Diversa Portal Terms and Conditions; and
(4) is responsible for any act done on and the accuracy and completeness of any communications sent through, the Diversa Portal using the username and password of a Distributor or Representative.
The Distributor