Purchase of Shares from the Fund. (a) The Distributor agrees to use its best efforts to solicit offers to purchase the Shares upon the terms and conditions set forth in the Prospectus. (b) The Shares are to be sold by the Distributor and, if deemed advisable by the Distributor, by securities dealers and financial advisors who are members in good standing of the National Association of Securities Dealers, Inc. and who have entered into sales agreements with the Distributor ("Authorized Dealers") upon the terms and conditions set forth in Section 8 hereof, to investors at the public offering price, as set forth in Section 3(c)hereof. (c) The public offering price of the Shares, i.e., the price per Share at which the Distributor or Authorized Dealers may sell Shares to the public, shall be the public offering price as set forth in the currently effective Prospectus and Statement of Additional Information included in the Fund's Registration Statement, but not to exceed the net asset value at which the Distributor is to purchase the Shares, plus the applicable sales charge as set forth in the Prospectus. If the public offering price does not equal an even cent, the public offering price may be adjusted to the nearest cent. All payments to the Fund hereunder shall be made in the manner set forth in Section 3(1). (d) The net asset value of Shares shall be determined by the Fund or its agent in accordance with the method set forth in the Prospectus and Statement of Additional Information and guidelines established by the Board of Directors of the Fund. Such net asset value shall be determined on each day the New York Stock Exchange is open for business and such public offering price based upon such net asset value shall become effective as set forth from time to time in the current Prospectus. The Fund (or its agent) shall furnish the Distributor, with all possible promptness, a statement of each computation of net asset value, and of the details entering into such computation. (e) The Fund shall have the right to suspend the sale of its Shares at times when redemption is suspended pursuant to the conditions set forth in Section 4(b) hereof. The Fund shall also have the right to suspend the sale of its Shares if trading on the New York Stock Exchange shall have been suspended, if a banking moratorium shall have been declared by federal authorities, or if there shall have been some other event, which, in the judgment of the Fund, makes it impracticable or inadvisable to sell the Shares. (f) The Distributors shall accept or reject orders it receives for the purchase of Shares in accordance with the Prospectus or Statement of Additional Information, and shall promptly transmit such orders as are so accepted to the Fund, or any agent of the Fund designated in writing by the Fund. Any order may be rejected by the Fund or the Distributor; provided, however, that neither the Fund nor the Distributor will arbitrarily or without reasonable cause refuse to accept or confirm orders for the purchase of Shares. The Fund (or its agent) will confirm orders upon receipt by the Fund (or its agent) of such orders together with payment therefor, will apply such payment to the purchase of Shares and the payment of the applicable sales charge, will make appropriate book entries therefor, and will deliver the notice prescribed by the Maryland General Corporation Law and Article 8 of the Maryland Uniform Commercial Code pursuant to the instructions of the Distributor. The Distributor agrees to cause such orders, such payment and such instructions to be delivered promptly to the Fund (or its agent). The Distributor agrees to indemnify and reimburse the Fund for any loss arising from non-payment by any investor of any purchase order accepted by the Distributor.
Appears in 2 contracts
Samples: Distribution Agreement (Hilliard Lyons Growth Fund Inc), Distribution Agreement (Hilliard Lyons Growth Fund Inc)
Purchase of Shares from the Fund. (a) The Distributor agrees to use its best efforts to solicit offers to purchase the Shares upon the terms and conditions set forth in the Prospectus.
(b) The Shares are to be sold by the Distributor and, if deemed advisable by the Distributor, by securities dealers and financial advisors who are members in good standing of the National Association of Securities Dealers, Inc. and who have entered into sales agreements with the Distributor ("Authorized Dealers") upon the terms and conditions set forth in Section 8 hereof, to investors at the public offering price, as set forth in Section 3(c)hereof3(c) hereof.
(c) The public offering price of the Shares, i.e., the price per Share at which the Distributor or Authorized Dealers may sell Shares to the public, shall be the public offering price as set forth in the currently effective Prospectus and Statement of Additional Information included in the Fund's Registration Statement, but not to exceed the net asset value at which the Distributor is to purchase the Shares, plus the applicable sales charge as set forth in the Prospectus. If the public offering price does not equal an even cent, the public offering price may be adjusted to the nearest cent. All payments to the Fund hereunder shall be made in the manner set forth in Section 3(13(f).
(d) The net asset value of Shares shall be determined by the Fund or its agent in accordance with the method set forth in the Prospectus and Statement of Additional Information and guidelines established by the Board of Directors of the Fund. Such net asset value shall be determined on each day the New York Stock Exchange is open for business and such public offering price based upon such net asset value shall become effective as set forth from time to time in the current Prospectus. The Fund (or its agent) shall furnish the Distributor, with all possible promptness, a statement of each computation of net asset value, and of the details entering into such computation.
(e) The Fund shall have the right to suspend the sale of its Shares at times when redemption is suspended pursuant to the conditions set forth in Section 4(b) hereof. The Fund shall also have the right to suspend the sale of its Shares if trading on the New York Stock Exchange shall have been suspended, if a banking moratorium shall have been declared by federal authorities, or if there shall have been some other event, which, in the judgment of the Fund, makes it impracticable or inadvisable to sell the Shares.
(f) The Distributors Distributor shall accept or reject orders it receives for the purchase of Shares in accordance with the Prospectus or Statement of Additional Information, and shall promptly transmit such orders as are so accepted to the Fund, or any agent of the Fund designated in writing by the Fund. Any order may be rejected by the Fund or the Distributor; provided, however, that neither the Fund nor the Distributor will arbitrarily or without reasonable cause refuse to accept or confirm orders for the purchase of Shares. The Fund (or its agent) will confirm orders upon receipt by the Fund (or its agent) of such orders together with payment therefor, will apply such payment to the purchase of Shares and the payment of the applicable sales charge, will make appropriate book entries therefor, and will deliver the notice prescribed by the Maryland General Corporation Law and Article 8 of the Maryland Uniform Commercial Code pursuant to the instructions of the Distributor. The Distributor agrees to cause such orders, such payment and such instructions to be delivered promptly to the Fund (or its agent). The Distributor agrees to indemnify and reimburse the Fund for any loss arising from non-payment by any investor of any purchase order accepted by the Distributor.
Appears in 2 contracts
Samples: Distribution Agreement (Hilliard Lyons Growth Fund Inc), Distribution Agreement (Hilliard Lyons Growth Fund Inc)
Purchase of Shares from the Fund. (a) The Distributor agrees to use its best efforts to solicit offers to purchase the Shares upon the terms and conditions set forth in the Prospectus.
(b) The Shares are to be sold by the Distributor and, if deemed advisable by the Distributor, by securities dealers and financial advisors who are members in good standing of the National Association of Securities Dealers, Inc. ("NASD") and who have entered into sales agreements with the Distributor ("Authorized Dealers") upon the terms and conditions set forth in Section 8 hereof, to investors at the public offering price, as set forth in Section 3(c)hereof3(c) hereof.
(c) The public offering price of the Shares, i.e., the price per Share at which the Distributor or Authorized Dealers may sell Shares to the public, shall be the public offering price as set forth in the currently effective Prospectus and Statement of Additional Information included in the Fund's Registration Statement, but not to exceed the net asset value at which the Distributor is to purchase the Shares, plus the applicable sales charge as set forth in the Prospectus. If the public offering price does not equal an even cent, the public offering price may be adjusted to the nearest cent. All payments to the Fund hereunder shall be made in the manner set forth in Section 3(13(f).
(d) The net asset value of Shares shall will be determined by the Fund or its agent in accordance with the method set forth in the Prospectus and Statement of Additional Information and guidelines established by the Board of Directors Trustees of the Fund. Such net asset value shall be determined on each day the New York Stock Exchange is open for business and such public offering price based upon such net asset value shall become effective as set forth from time to time in the current Prospectus. The Fund (or its agent) shall furnish the Distributor, with all possible promptness, a statement of each computation of net asset value, and of the details entering into such computation.
(e) The Fund shall have the right to suspend the sale of its Shares at times when redemption is suspended pursuant to the conditions set forth in Section 4(b) hereof. The Fund shall also have the right to suspend the sale of its Shares if trading on the New York Stock Exchange shall have been suspended, if a banking moratorium shall have been declared by federal authorities, or if there shall have been some other event, which, in the judgment judgement of the Fund, makes it impracticable or inadvisable to sell the Shares.
(f) The Distributors Distributor shall accept or reject orders it receives for the purchase of Shares in accordance with the Prospectus or Statement of Additional Information, and shall promptly transmit such orders as are so accepted to the Fund, or any agent of the Fund designated in writing by the Fund. Any order may be rejected by the Fund or the Distributor; provided, however, that neither the Fund nor the Distributor will arbitrarily or without reasonable cause refuse to accept or confirm orders for the purchase of Shares. The Fund (or its agent) will confirm orders upon receipt by the Fund (or its agent) of such orders together with payment therefor, will apply such payment to the purchase of Shares and the payment of the applicable sales charge, charge and will make appropriate book entries therefor, and will deliver the notice prescribed by the Maryland General Corporation Law and Article 8 of the Maryland Uniform Commercial Code pursuant to the instructions of the Distributorthereof. The Distributor agrees to cause such orders, such payment and such instructions to be delivered promptly to the Fund (or its agent). The Distributor agrees to indemnify and reimburse the Fund for any loss arising from non-payment by any investor of any purchase order accepted by the Distributor.
Appears in 1 contract
Samples: Distribution Agreement (Hilliard Lyons Research Trust)