Common use of Manner of Offering Clause in Contracts

Manner of Offering. The Distributor will comply with the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the Trust. The Distributor also agrees to furnish to the Trust sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Trust to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in use to the extent required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Trust each shall have the right to accept or reject orders for the purchase of shares of the Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Trust, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the Trust. If the originating dealer, if any, shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirements, the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Trust for any amount by which the Trust's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Trust for either of such reasons in respect of other purchase orders. The Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Trust for redemption of any shares purchased from the Trust within seven days of the redemption request, the Distributor will promptly pay to the Trust the full sales commission paid, if any, with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale). The Distributor hereby agrees to act as agent for the Trust in connection with any share repurchase arrangements from time to time offered by the Trust in accordance with the terms of the Trust's Prospectus as from time to time amended.

Appears in 3 contracts

Samples: Distribution Agreement (State Street Research Capital Trust), Distribution Agreement (State Street Research Financial Trust), Distribution Agreement (State Street Research Money Market Trust)

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Manner of Offering. The Distributor will comply with conform to the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the Trust. The Distributor also agrees to furnish to the Trust sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Trust to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in use to the extent required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Trust each shall have the right to accept or reject orders for the purchase of shares of the Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Trust, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the Trust. If the originating dealer, if any, dealer shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirementsInc., the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Trust for any amount by which the Trust's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Trust for either of such reasons in respect of other purchase orders. The Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Trust for redemption of any shares purchased from the Trust within seven days of the redemption request, the Distributor will promptly pay to the Trust the full sales commission paid, if any, paid with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale), and no 12b-1 or other payments shall be payable with respect thereto. The Distributor hereby agrees to act as agent for the Trust in connection with any share repurchase arrangements from time to time offered by the Trust in accordance with the terms of the Trust's Prospectus as from time to time amended.

Appears in 3 contracts

Samples: Distribution Agreement (State Street Research Income Trust), Distribution Agreement (State Street Research Equity Trust), Distribution Agreement (State Street Research Tax Exempt Trust)

Manner of Offering. The Distributor will comply with the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the Trust. The Distributor also agrees to furnish to the Trust sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Trust to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in or after use to the extent as required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Trust each shall have the right to accept or reject orders for the purchase of shares of the Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Trust, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the Trust. If the originating dealer, if any, shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirements, the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Trust for any amount by which the Trust's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Trust for either of such reasons in respect of other purchase orders. The Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Trust for redemption of any shares purchased from the Trust within seven days of the redemption request, the Distributor will promptly pay to the Trust the full sales commission paid, if any, with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale). The Distributor hereby agrees to act as agent for the Trust in connection with any share repurchase arrangements from time to time offered by the Trust in accordance with the terms of the Trust's Prospectus prospectus as from time to time amended.

Appears in 2 contracts

Samples: Distribution Agreement (State Street Research Institutional Fund), Distribution Agreement (State Street Research Institutional Funds)

Manner of Offering. The Distributor will comply with the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the Master Trust. The Distributor also agrees to furnish to the Master Trust sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Master Trust to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in use to the extent required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Master Trust each shall have the right to accept or reject orders for the purchase of shares of the Master Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Master Trust, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the Master Trust. If the originating dealer, if any, dealer shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirements, the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Master Trust for any amount by which the Master Trust's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Master Trust for either of such reasons in respect of other purchase orders. The Master Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Master Trust for redemption of any shares purchased from the Master Trust within seven days of the redemption request, the Distributor will promptly pay to the Master Trust the full sales commission paid, if any, paid with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale), and no 12b-1 or other payments shall be payable with respect thereto. The Distributor hereby agrees to act as agent for the Master Trust in connection with any share repurchase arrangements from time to time offered by the Master Trust in accordance with the terms of the Master Trust's Prospectus as from time to time amended.

Appears in 1 contract

Samples: Distribution Agreement (State Street Research Master Investment Trust)

Manner of Offering. The Distributor will comply with conform to the securities ------------------- laws of any jurisdiction in which it sells, directly or indirectly, any shares of the TrustCorporation. The Distributor also agrees to furnish to the Trust Corporation sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Trust Corporation to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in use to the extent required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Trust Corporation each shall have the right to accept or reject orders for the purchase of shares of the TrustCorporation. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees to promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the TrustCorporation, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the TrustCorporation. If the originating dealer, if any, dealer shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirementsInc., the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees to promptly to reimburse the Trust Corporation for any amount by which the TrustCorporation's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Trust Corporation for either of such reasons in respect of other purchase orders. The Trust Corporation shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Trust Corporation for redemption of any shares purchased from the Trust Corporation within seven days of the redemption request, the Distributor will promptly pay to the Trust Corporation the full sales commission paid, if any, paid with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale). The Distributor hereby agrees to act as agent for the Trust Corporation in connection with any share repurchase arrangements from time to time offered by the Trust Corporation in accordance with the terms of the TrustCorporation's Prospectus as from time to time amended.

Appears in 1 contract

Samples: Distribution Agreement (State Street Research Portfolios Inc)

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Manner of Offering. The Distributor will comply with the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the Trust. The Distributor also agrees to furnish to the Trust sufficient copies of any sales literature it intends to use in connection with any sales of shares in adequate time for the Trust to review such sales literature. The Distributor agrees that it will be responsible for filing and clearing all such sales literature with the proper authorities before the same is put in use to the extent required by applicable law, and not to use the same until so filed and cleared. The Distributor and the Trust each shall have the right to accept or reject orders for the purchase of shares of the Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Trust, or, if so directed, to any duly appointed transfer or shareholder servicing agent of the Trust. If the originating dealer, if any, shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirements, the Distributor shall have the right to cancel such purchase order and to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Trust for any amount by which the Trust's losses attributable to any such cancellations or to accepted purchase orders exceed gains realized by the Trust for either of such reasons in respect of other purchase orders. The Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. The Distributor agrees that if any person tenders to the Trust for redemption of any shares purchased from the Trust within seven days of the redemption request, the Distributor will promptly pay to the Trust the full sales commission paid, if any, with respect to the shares so tendered for redemption (in the case of sales by selected dealers, if any, such payment shall be made promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale). The Distributor hereby agrees to act as agent for the Trust in connection with any share repurchase arrangements from time to time offered by the Trust in accordance with the terms of the Trust's Prospectus as from time to time amended.

Appears in 1 contract

Samples: Distribution Agreement (State Street Research Growth Trust)

Manner of Offering. The Distributor will comply with conform to the securities laws of any jurisdiction in which it sells, directly or indirectly, any shares of the TrustFunds. The Distributor also agrees to furnish to the Trust sufficient copies of any agreements, plans or sales literature it intends to use in connection with any sales of shares in adequate time for the Trust to review such sales literature. The Distributor agrees that it will be responsible for filing file and clearing all such sales literature clear them with the proper authorities before the same is they are put in use to the extent required by applicable lawuse, and not to use the same them until so filed and cleared. The Distributor and the Trust each shall have the right to accept or reject orders for the purchase of shares of the Trust. Any consideration which the Distributor may receive in connection with a rejected purchase order will be returned promptly to the prospective purchaser. The Distributor Distributor, or its duly appointed transfer or shareholder servicing agent, agrees promptly to issue confirmations of all accepted purchase orders and to transmit a copy of such confirmations to the Trust. The net asset value of all shares which are the subject of such confirmations, orcomputed in accordance with the applicable rules under the 1940 Act, shall be a liability of Distributor to the Trust to be paid promptly after receipt of payment from the originating dealer and not later than eleven calendar days after such confirmation even if so directed, to any duly appointed transfer or shareholder servicing agent of Distributor has not actually received payment from the Trustoriginating dealer. If the originating dealer, if any, dealer shall fail to make timely settlement of its purchase order in accordance with the rules of the National Association of Securities Dealers, Inc. or other applicable requirementsInc., the Distributor shall have the right to cancel such purchase order and, at Distributor's account and risk, to hold the originating dealer responsible. The Distributor agrees promptly to reimburse the Trust for any amount by which the Trust's losses attributable to any such cancellations cancellation, or to accepted purchase orders orders, exceed contemporaneous gains realized by the Trust for either of such reasons in respect of to other purchase orders. The Trust shall register or cause to be registered all shares sold by the Distributor pursuant to the provisions hereof in such name or names and amounts as the Distributor may request from time to time. All shares of the Trust, when so issued and paid for, shall be fully paid and non-assessable. The Distributor agrees that if any person tenders to the Trust for redemption of any shares of the Fund purchased from the Trust within seven days of the redemption request, the Distributor will promptly pay to the Trust the full sales commission paid, if any, paid with respect to the shares so tendered for redemption redemption, such payment to be made (in the case of sales such a tender by selected dealersthe Distributor) by the Trust's withholding the amount thereof from payment upon redemption, if any, and such payment shall to be made (in the case of such a tender by a person other than the Distributor) promptly after the Distributor's receipt of the same from the selected dealer responsible for the sale). The Distributor hereby agrees to act as agent for the Trust in connection with any share repurchase arrangements from time to time offered notification by the Trust to the Distributor of liability for such a payment; provided, however, that the Distributor shall not be obligated to make any such payments in accordance respect of shares sold through Selected Dealers who have entered into Dealer Agreements with the terms Distributor in the form attached hereto as Exhibit A, which Dealer Agreements, insofar as they provide for similar payments by a Selected Dealer to the Trust, are intended to be for the benefit of the Trust's Prospectus as from time to time amended.

Appears in 1 contract

Samples: Distribution Agreement (Freedom Investment Trust Iii)

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