Common use of PROSPECTUS AND PROXY MATERIALS Clause in Contracts

PROSPECTUS AND PROXY MATERIALS. (a) The Manager shall provide to the shareholder of record copies of the Funds proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Funds' shareholders. In addition, the Manager 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 Funds' prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, the Manager will provide the Company with a sufficient quantity of proxy materials for each Contract owner. If requested by the Company in lieu of printed prospectuses, the Manager or its designee 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 Funds' printer) and other assistance as is reasonably necessary in order for the parties hereto once each year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Contracts, prospectuses for other mutual funds in which the Contracts may be invested, and the Funds' new prospectus printed together in one document. Such documentation shall be provided in electronic format no later than April 15 of each year. If the Manager fails to provide such documentation in a timely manner through no fault of its own and such delay causes the Company to incur additional costs, the Manager shall reimburse the Company for any reasonable and actual out-of-pocket expenses directly attributable to such delay upon submission of any expense accounting the Manager reasonably may require. Such out-of-pocket expenses shall not include over-time for employees of the Company.

PROSPECTUS AND PROXY MATERIALS. (a) The Manager shall provide to the shareholder of record copies of the Funds Funds' proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Funds' shareholders. In addition, the Manager 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 Funds' prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, the Manager will provide the Company with a sufficient quantity of proxy materials for each Contract owner. If requested by the Company in lieu of printed prospectuses, the Manager or its designee 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 Funds' printer) and other assistance as is reasonably necessary in order for the parties hereto once each year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Contracts, prospectuses for other mutual funds in which the Contracts may be invested, and the Funds' new prospectus printed together in one document. Such documentation shall be provided in electronic format no later than April 15 of each year. If the Manager fails to provide such documentation in a timely manner through no fault of its own and such delay causes the Company to incur additional costs, the Manager shall reimburse the Company for any reasonable and actual out-of-pocket expenses directly attributable to such delay upon submission of any expense accounting the Manager reasonably may require. Such out-of-pocket expenses shall not include over-time overtime for employees of the Company.

PROSPECTUS AND PROXY MATERIALS. (a) The Manager shall provide to the shareholder of record copies of the Funds proxy materials, periodic fund reports to shareholders and other materials that are required by law to be sent to the Funds' shareholders. In addition, the Manager 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 Funds' prospectuses as may be reasonably requested by Company. If the Company provides for pass-through voting by the Contract owners, the Manager will provide the Company with a sufficient quantity of proxy materials for each Contract owner. If requested by the Company in lieu of printed prospectuses, the Manager or its designee 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 Funds' printer) and other assistance as is reasonably necessary in order for the parties hereto once each year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Contracts, prospectuses for other mutual funds in which the Contracts may be invested, and the Funds' new prospectus printed together in one document. Such documentation shall be provided in electronic format no later than April 15 of each year. If the Manager fails to provide such documentation in a timely manner through no fault of its own and such delay causes the Company to incur additional costs, the Manager shall reimburse the Company for any reasonable and actual out-of-pocket expenses directly attributable to such delay upon submission of any expense accounting the Manager reasonably may require. Such out-of-pocket expenses shall not include over-time overtime for employees of the Company.