Common use of PROSPECTUS AND PROXY MATERIALS Clause in Contracts

PROSPECTUS AND PROXY MATERIALS. (a) ACIM shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. (b) ACIM will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; provided, however, that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM or the Issuer.

Appears in 3 contracts

Samples: Shareholder Services Agreement (Cova Variable Annuity Account Five), Shareholder Services Agreement (Cova Variable Annuity Account Five), Shareholder Services Agreement (Cova Variable Annuity Account One)

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PROSPECTUS AND PROXY MATERIALS. (a) ACIM Distributor shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM Distributor shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM Distributor will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM Distributor shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. If the Company chooses to print such documents itself, the Company shall be responsible for any printing costs. All information should be provided to the Company within a reasonable period so that the Company may fulfill its regulatory obligations. (b) ACIM Distributor will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM Distributor with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; provided, however, that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM Distributor or the Issuer.

Appears in 2 contracts

Samples: Shareholder Services Agreement (Ge Capital Life Separate Account Ii), Shareholder Services Agreement (Ge Capital Life Separate Account Ii)

PROSPECTUS AND PROXY MATERIALS. (a) ACIM Distributor shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM Distributor shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM Distributor will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM Distributor shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. (b) ACIM Distributor will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM Distributor with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; provided, however, that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM Distributor or the Issuer.

Appears in 2 contracts

Samples: Shareholder Services Agreement (Ge Life & Annuity Assurance Co Iv), Shareholder Services Agreement (Ge Life & Annuity Assurance Co Iv)

PROSPECTUS AND PROXY MATERIALS. (a) ACIM shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. (b) ACIM will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; providedPROVIDED, howeverHOWEVER, that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION Section 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM or the Issuer.

Appears in 1 contract

Samples: Shareholder Services Agreement (First Metlife Investors Variable Annuity Account One)

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PROSPECTUS AND PROXY MATERIALS. (a) ACIM Distributor shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM Distributor shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM Distributor will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM Distributor shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. If the Company chooses to print such documents itself, the Company shall be responsible for any printing costs. All Information should be provided to the Company within a reasonable period so that the Company may fulfill its regulatory obligations. (b) ACIM Distributor will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM Distributor with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; provided, however, that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM Distributor or the Issuer.

Appears in 1 contract

Samples: Shareholder Services Agreement (Genworth Life & Annuity VA Separate Account 3)

PROSPECTUS AND PROXY MATERIALS. (a) ACIM shall provide the Company with copies of the Issuer's proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Issuer's shareholders. In addition, ACIM shall provide the Company with a sufficient quantity of prospectuses of the Funds to be used in conjunction with the transactions contemplated by this Agreement, together with such additional copies of the Issuer's prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, or if the Company determines that pass-through voting is required by law, ACIM will provide the Company with a sufficient quantity of proxy materials for each, as directed by the Company. If requested by the Company, ACIM shall provide such documentation (including a "camera ready" copy of the new prospectus as set in type or, at the request of the Company, as a diskette in the form sent to the printer) and other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the Funds' prospectuses are supplemented or amended) to have the prospectus or private offering memorandum for the Contracts and the prospectuses for the Funds printed together in one document together with other funds available under the Contracts. (b) ACIM will provide the Company with at least one complete copy of all prospectuses, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to the Funds as soon as reasonably practicable after the filing of each such document with the Securities and Exchange Commission (the "SEC") or other regulatory authority or is available for shareholders. The Company will provide ACIM with at least one complete copy of all prospectuses, private offering memoranda, statements of additional information, annual and semi-annual reports, proxy statements and all amendments or supplements to any of the above that relate to an Account as soon as reasonably practicable after the filing, if applicable, of each such document with the SEC or other regulatory authority or after it is available for shareholders. (c) The cost of preparing, printing and shipping of the prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Company shall be paid by ACIM or its agents or affiliates; provided, however, -------- ------- that if at any time ACIM or its agent reasonably deems the usage by the Company of such items to be excessive, it may, prior to the delivery of any quantity of materials in excess of what is deemed reasonable, request that the Company demonstrate the reasonableness of such usage. If ACIM believes the reasonableness of such usage has not been adequately demonstrated, it may request that the party responsible for such excess usage pay the cost of printing (including press time) and delivery of any excess copies of such materials. Unless the Company agrees to make such payments, ACIM may refuse to supply such additional materials and ACIM shall be deemed in compliance with this SECTION Section 5 if it delivers to the Company at least the number of prospectuses and other materials as may be required by the Issuer under applicable law. (d) The cost of any distribution of prospectuses, proxy materials, periodic fund reports and other materials of the Issuer to the Contract owners shall be paid by the Company and shall not be the responsibility of ACIM or the Issuer.

Appears in 1 contract

Samples: Participation Agreement (First Variable Annuity Fund E)

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