Common use of Prospectuses, Statements of Additional Information, and Proxy Statements; Voting Clause in Contracts

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 The Underwriter shall provide the Company (at the Company’s initial expense, to be reimbursed by Fund) with as many copies of the Fund’s current prospectus (describing only the Designated Portfolios listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s expense, with as many copies of the Required Mailings for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide the Required Mailings as set in type, electronic file or on a diskette, at the Fund’s expense) and other assistance as is reasonably necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) once each year (or more frequently if the Required Mailing for the Fund is amended) to have the Required Mailing (which shall include an offering memorandum, if any) for the Contracts, and the Fund’s Required Mailing to be printed together in one document. With respect to any Required Mailing of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI or shareholder reports (the “Booklet”), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund based on (a) the ratio of the number of pages of the Required Mailing for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s reimbursement obligation for expenses shall not exceed the cost the Fund would otherwise incur for its printing and mailing of the Required Mailing for Designated Portfolios for delivery to Company’s existing Contract owners. The Underwriter may request a statement from the Company showing how the expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios.

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 (a) The Underwriter Underwriter, at least annually, shall provide the Company (at the Company’s initial expense, to be reimbursed by Fund) with as many copies of the Fund’s current prospectus (describing only for the Designated Portfolios as listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s 's expense, with as many copies of the Required Mailings current prospectus for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide such documentation (including a "camera ready" copy of the Required Mailings new prospectus as set in type, electronic file or on a diskettetype or, at the Fund’s expenserequest of the Company, as a diskette in either pdf format, or the form sent to the financial printer) and other assistance as is reasonably necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) parties hereto once each year (or more frequently if the Required Mailing prospectuses for the Fund is Designated Portfolios are supplemented or amended) to have the Required Mailing (which shall include an offering memorandum, if any) prospectus for the Contracts, Contracts and the Fund’s Required Mailing to be prospectuses for the Designated Portfolios printed together in one document. With respect to any Required Mailing prospectuses and shareholder reports of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI prospectuses or shareholder reports (the “"Booklet”"), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund Underwriter based on (a) the ratio of the number of pages of the Required Mailing prospectuses and shareholder reports for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s reimbursement obligation for expenses shall not exceed the cost the Fund would otherwise incur for its printing and mailing of the Required Mailing for Designated Portfolios for delivery to Company’s existing Contract owners. The Underwriter may request a statement from the Company showing how the expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios; and provided further, that the Underwriter's reimbursement obligation for printing expenses under this subparagraph (a) shall not exceed $5,000 per year. The Underwriter may request a statement from the Company showing how the printing expenses were prorated and the number of Contract owners with Contract value allocated to the Designated Portfolios.

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 The Underwriter shall provide the Company (at the Company’s initial Fund's expense, to be reimbursed by Fund) with as many copies of the Fund’s 's current prospectus (describing only the Designated Portfolios listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s 's expense, with as many copies of the Required Mailings current prospectus and shareholder report for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide such documentation (including a "camera ready" copy of the Required Mailings new prospectus as set in type, electronic file or on a diskettetype or, at the Fund’s expenserequest of the Company, as a diskette in either pdf format, or the form sent to the financial printer) and other assistance as is reasonably necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) parties hereto once each year (or more frequently if the Required Mailing prospectuses for the Fund is Designated Portfolios are supplemented or amended) to have the Required Mailing (which shall include an offering memorandum, if any) prospectus and shareholder report for the Contracts, Contracts and the Fund’s Required Mailing to be prospectuses and shareholder reports for the Designated Portfolios printed together in one document. With respect to any Required Mailing prospectuses and shareholder reports of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI prospectuses or shareholder reports (the “"Booklet”"), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund Underwriter based on (a) the ratio of the number of pages of the Required Mailing prospectuses and shareholder reports for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s Company shall bear all printing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios; and provided further, that the Underwriter's reimbursement obligation for printing expenses under this subparagraph (a) shall not exceed the cost the Fund Underwriter would otherwise incur for its printing and mailing of the Required Mailing prospectuses and/or shareholder reports for Designated Portfolios for delivery to Company’s 's existing Contract owners. The Underwriter may request a statement from the Company showing how the printing expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios.

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 The Underwriter shall provide the Company (at the Company’s initial expense, to be reimbursed by Fund) with as many copies of the Fund’s current prospectus (describing only the Designated Portfolios listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s expense, with as many copies of the Required Mailings for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide such documentation (including a final copy of the Required Mailings current prospectus as set in type, electronic file or on a diskette, type at the Fund’s expense) and other assistance as is reasonably reasonable necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) once each year (or more frequently if the Required Mailing prospectus for the Fund is amended) to have the Required Mailing (which shall include an offering memorandum, if any) prospectus for the Contracts, Contracts and the Fund’s Required Mailing to be prospectus printed together in one document. With respect to any Required Mailing prospectuses of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI or shareholder reports portfolio prospectus (the “Booklet”), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund Underwriter based on (a) the ratio of the number of pages of the Required Mailing prospectuses for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s reimbursement obligation for expenses shall not exceed the cost the Fund would otherwise incur for its printing and mailing of the Required Mailing for Designated Portfolios for delivery to Company’s existing Contract owners. The Underwriter may request a statement from the Company showing how the expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios; and provided further, that the Underwriter’s reimbursement obligation for printing expenses under this Section shall not exceed $5,000 per year. The Company shall furnish a statement annually with its request for reimbursement showing how the printing expenses were prorated and the number of Contract owners with Contract value allocated to the Designated Portfolios.

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 The Underwriter shall provide the Company (at the Company’s initial expense, to be reimbursed by Fund) with as many copies of the Fund’s current prospectus (describing only the Designated Portfolios listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s expense, with as many copies of the Required Mailings for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide such documentation (including a final copy of the Required Mailings current prospectus as set in type, electronic file or on a diskette, type at the Fund’s 's expense) and other assistance as is reasonably reasonable necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) once each year (or more frequently if the Required Mailing prospectus for the Fund is amended) to have the Required Mailing (which shall include an offering memorandum, if any) prospectus for the Contracts, Contracts and the Fund’s Required Mailing to be 's prospectus printed together in one document. With respect to any Required Mailing prospectuses of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI or shareholder reports portfolio prospectus (the “"Booklet”"), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund Underwriter based on (a) the ratio of the number of pages of the Required Mailing prospectuses for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s reimbursement obligation for expenses shall not exceed the cost the Fund would otherwise incur for its printing and mailing of the Required Mailing for Designated Portfolios for delivery to Company’s existing Contract owners. The Underwriter may request a statement from the Company showing how the expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios; and provided further, that the Underwriter's reimbursement obligation for printing expenses under this Section shall not exceed $5,000 per year. The Company shall furnish a statement annually with its request for reimbursement showing how the printing expenses were prorated and the number of Contract owners with Contract value allocated to the Designated Portfolios.

Prospectuses, Statements of Additional Information, and Proxy Statements; Voting. 3.1 The Underwriter shall provide the Company (at the Company’s initial expense, to be reimbursed by Fund) with as many copies of the Fund’s current prospectus (describing only the Designated Portfolios listed on Schedule A), Statement of Additional Information (“SAI”), and shareholder reports (“Required Mailings”) as the Company may reasonably request for distribution to existing Contract owners whose Contracts are funded by such Designated Portfolios. The Underwriter shall provide the Company, at the Company’s expense, with as many copies of the Required Mailings for the Designated Portfolios as the Company may reasonably request for distribution to prospective purchasers of Contracts. If requested by the Company in lieu thereof, the Fund shall provide such documentation (including a final copy of the Required Mailings current prospectus as set in type, electronic file or on a diskette, type at the Fund’s 's expense) and other assistance as is reasonably reasonable necessary in order for the Company (at the Company’s initial expense, to be reimbursed by Fund) once each year (or more frequently if the Required Mailing prospectus for the Fund is amended) to have the Required Mailing (which shall include an offering memorandum, if any) prospectus for the Contracts, Contracts and the Fund’s Required Mailing to be 's prospectus printed together in one document. document With respect to any Required Mailing prospectuses of the Designated Portfolios that are printed in combination with any one or more Contract prospectuses, SAI or shareholder reports portfolio prospectus (the “"Booklet”"), the costs of printing Booklets for distribution to existing Contract owners shall be prorated to and reimbursed by the Fund Underwriter based on (a) the ratio of the number of pages of the Required Mailing prospectuses for the Designated Portfolios included in the Booklet to the number of pages in the Booklet as a whole; and (b) the ratio of the number of Contract owners with Contract value allocated to the Designated Portfolios to the total number of Contract owners; provided, however, that the Fund’s reimbursement obligation for expenses shall not exceed the cost the Fund would otherwise incur for its printing and mailing of the Required Mailing for Designated Portfolios for delivery to Company’s existing Contract owners. The Underwriter may request a statement from the Company showing how the expenses were prorated, the cost per pages for the printing and the number of Contract owners with Contract value allocated to the Designated Portfolios. In addition, Company shall bear all printing and mailing expenses of such combined documents where used for distribution to prospective purchasers or to owners of existing Contracts not funded by the Designated Portfolios; and provided further, that the Underwriter's reimbursement obligation for printing expenses under this Section shall not exceed $5,000 per year. The Company shall furnish a statement annually with its request for reimbursement showing how the printing expenses were prorated and the number of Contract owners with Contract value allocated to the Designated Portfolios.