Common use of By Distributor Clause in Contracts

By Distributor. DISTRIBUTOR represents and warrants that: (a) it is a corporation duly organized, validly existing, and in good standing under the laws of the State of California and has full power, authority, and legal right to execute, deliver, and perform its duties and comply with its obligations under this Agreement, (b) it is a member in good standing of the NASD and that it has obtained all approvals necessary to offer the Contracts and otherwise enter into and carry out all transactions contemplated by this Agreement, has obtained or will obtain all approvals, licenses, authorizations, orders or consents, and shall be duly registered or otherwise qualified under the securities and insurance laws of any state or other jurisdiction where offers or sales of the Contracts may be made, (c) it is bonded as required by all applicable laws and regulations and that it will carry out its sales and underwriting obligations hereunder in continued compliance with the NASD Rules of Fair Practice and federal and state securities laws and regulations and state insurance laws and regulations, (d) it is duly registered with the SEC as a broker-dealer under the 1934 Act, and that the activities of DISTRIBUTOR shall be in compliance with applicable federal and state securities laws and regulations in all material respects, (e) neither it nor its Associated Agencies shall make any representations concerning the Contracts, except those contained in or reasonably derived from the Contract Prospectus, registration statements, annual or semi-annual reports of each Account, or in other written materials prepared by or on behalf of AGL, and (f) to the extent that DISTRIBUTOR assigns rights or obligations under this Agreement to an Associated Agency pursuant to Section 8 hereof, DISTRIBUTOR represents and warrants that such Associated Agency will have and maintain all governmental approvals, licenses, authorizations, orders or consents that are necessary for it to be assigned such rights and perform any such obligations. In addition, the representations and warranties made by DISTRIBUTOR in this Section 4.3 shall be read to apply to the Associated Agency where the context so requires.

Appears in 2 contracts

Sources: Master Marketing and Distribution Agreement (American General Life Insurance Co Separate Account D), Master Marketing and Distribution Agreement (American General Life Insurance Co Separate Account D)

By Distributor. DISTRIBUTOR represents and warrants that: (a) it is a corporation duly organized, validly existing, and in good standing under the laws of the State of California Delaware and has full power, authority, and legal right to execute, deliver, and perform its duties and comply with its obligations under this Agreement, (b) it is a member in good standing of the NASD and that it has or the VKAC Associated Agencies have or will have obtained all approvals necessary to offer the Contracts and otherwise enter into and carry out all transactions contemplated by this Agreement, has have obtained or will obtain all approvals, licenses, authorizations, orders or consents, and shall be duly registered or otherwise qualified under the securities and insurance laws of any state or other jurisdiction where offers or sales of the Contracts may be made, (c) it or each VKAC Associated Agency is bonded as required by all applicable laws and regulations and that it will carry out its or their sales and underwriting obligations hereunder in continued compliance with the NASD Rules of Fair Practice and federal and state securities laws and regulations and state insurance laws and regulations, (d) it is duly registered with the SEC as a broker-dealer under the 1934 Act, and that the activities of DISTRIBUTOR shall be in compliance with applicable federal and state securities laws and regulations in all material respects, (e) neither it nor any of its Sales Persons or the VKAC Associated Agencies shall make any representations concerning the Contracts, except those contained in or reasonably derived from the Contract Prospectus, registration statements, annual or semi-annual reports of each Account, or in other written materials prepared or approved by or on behalf of AGLAGNY, and (f) to the extent that DISTRIBUTOR assigns rights or obligations under this Agreement to an Associated Agency pursuant to Section 8 hereof, DISTRIBUTOR represents and warrants that such Associated Agency will have and maintain all governmental approvals, licenses, authorizations, orders or consents that are necessary for it to be assigned such rights and perform any such obligations. In addition, the representations and warranties made by DISTRIBUTOR in this Section 4.3 shall be read to apply to the each VKAC Associated Agency where the context so requires.

Appears in 2 contracts

Sources: Master Marketing and Distribution Agreement (American General Life Insurance Co of New York Separ Acct E), Master Marketing and Distribution Agreement (American General Life Insurance Co of New York Separ Acct E)

By Distributor. DISTRIBUTOR represents and warrants that: (a) it is a corporation duly organized, validly existing, and in good standing under the laws of the State of California Washington and has full fully power, authority, and legal right to execute, deliver, and perform its duties and comply with its obligations under this Agreement, (b) it is a member in good standing of the NASD and that it has obtained all approvals necessary to offer the Contracts and otherwise enter into and carry out all transactions contemplated by this Agreement, has obtained or will obtain all approvals, licenses, authorizations, orders or consents, and shall be duly registered or otherwise qualified under the securities and insurance laws of any state or other jurisdiction where offers or sales of the Contracts may be made, (c) it is bonded as required by all applicable laws and regulations and that it will carry out its sales and underwriting obligations hereunder in continued compliance with the NASD Conduct Rules of Fair Practice the NASD and federal and state securities laws and regulations and state insurance laws and regulations, (d) it is duly registered with the SEC as a broker-dealer under the 1934 Act, and that the activities of DISTRIBUTOR shall be in compliance with applicable federal and state securities laws and regulations in all material respects, (e) neither it nor its Associated Agencies shall make any representations concerning the Contracts, except those contained in or reasonably derived from the Contract Prospectus, registration statements, annual or semi-annual reports of each Account, or in other written materials prepared by or on behalf of AGL, and (f) to the extent that DISTRIBUTOR assigns rights or obligations under this Agreement to an Associated Agency pursuant to Section 8 hereof, DISTRIBUTOR represents and warrants that such Associated Agency will have and maintain all governmental approvals, licenses, authorizations, orders or consents that are necessary for it to be assigned such rights and perform any such obligations. In addition, the representations and warranties made by DISTRIBUTOR in this Section 4.3 shall be read to apply to the Associated Agency where the context so requires.

Appears in 1 contract

Sources: Master Marketing and Distribution Agreement (Agl Separate Account D)

By Distributor. DISTRIBUTOR represents and warrants that: (a) it is a corporation duly organized, validly existing, and in good standing under the laws of the State of California Delaware and has full power, authority, and legal right to execute, deliver, and perform its duties and comply with its obligations under this Agreement, (b) it is a member in good standing of the NASD and that it has or the VKAC Associated Agencies have or will have obtained all approvals necessary to offer the Contracts and otherwise enter into and carry out all transactions contemplated by this Agreement, has have obtained or will obtain all approvals, licenses, authorizations, orders or consents, and shall be duly registered or otherwise qualified under the securities and insurance laws of any state or other jurisdiction where offers or sales of the Contracts may be made, (c) it or each VKAC Associated Agency is bonded as required by all applicable laws and regulations and that it will carry out its or their sales and underwriting obligations hereunder in continued compliance with the NASD Rules of Fair Practice and federal and state securities laws and regulations and state insurance laws and regulations, (d) it is duly registered with the SEC as a broker-dealer under the 1934 Act, and that the activities of DISTRIBUTOR shall be in compliance with applicable federal and state securities laws and regulations in all material respects, (e) neither it nor any of its Sales Persons or the VKAC Associated Agencies shall make any representations concerning the Contracts, except those contained in or reasonably derived from the Contract Prospectus, registration statements, annual or semi-annual reports of each Account, or in other written materials prepared or approved by or on behalf of AGL, and (f) to the extent that DISTRIBUTOR assigns rights or obligations under this Agreement to an Associated Agency pursuant to Section 8 hereof, DISTRIBUTOR represents and warrants that such Associated Agency will have and maintain all governmental approvals, licenses, authorizations, orders or consents that are necessary for it to be assigned such rights and perform any such obligations. In addition, the representations and warranties made by DISTRIBUTOR in this Section 4.3 shall be read to apply to the each VKAC Associated Agency where the context so requires.

Appears in 1 contract

Sources: Master Marketing and Distribution Agreement (American General Life Insurance Co Separate Account D)

By Distributor. DISTRIBUTOR represents and warrants that: (a) it is a corporation duly organized, validly existing, and in good standing under the laws of the State of California Delaware and has full power, authority, and legal right to execute, deliver, and perform its duties and comply with its obligations under this Agreement, (b) it is a member in good standing of the NASD and that it has or the VK Funds Associated Agencies have or will have obtained all approvals necessary to offer the Contracts and otherwise enter into and carry out all transactions contemplated by this Agreement, has have obtained or will obtain all approvals, licenses, authorizations, orders or consents, and shall be duly registered or otherwise qualified under the securities and insurance laws of any state or other jurisdiction where offers or sales of the Contracts may be made, (c) it or each VK Funds Associated Agency is bonded as required by all applicable laws and regulations and that it will carry out its or their sales and underwriting obligations hereunder in continued compliance with the NASD Rules of Fair Practice and federal and state securities laws and regulations and state insurance laws and regulations, (d) it is duly registered with the SEC as a broker-dealer under the 1934 Act, and that the activities of DISTRIBUTOR shall be in compliance with applicable federal and state securities laws and regulations in all material respects, (e) neither it nor any of its Sales Persons or the VK Funds Associated Agencies shall make any representations concerning the Contracts, except those contained in or reasonably derived from the Contract Prospectus, registration statements, annual or semi-annual reports of each Account, or in other written materials prepared or approved by or on behalf of AGLUSL, and (f) to the extent that DISTRIBUTOR assigns rights or obligations under this Agreement to an Associated Agency pursuant to Section 8 hereof, DISTRIBUTOR represents and warrants that such Associated Agency will have and maintain all governmental approvals, licenses, authorizations, orders or consents that are necessary for it to be assigned such rights and perform any such obligations. In addition, the representations and warranties made by DISTRIBUTOR in this Section 4.3 shall be read to apply to the each VK Funds Associated Agency where the context so requires.

Appears in 1 contract

Sources: Master Marketing and Distribution Agreement (U S Life Insurance Co in City of Ny Sep Act Usl Va-R)