Common use of Registration Statements and Proxy Statements Clause in Contracts

Registration Statements and Proxy Statements. 5.1 Each Corporation shall prepare and be responsible for filing with the SEC and any state regulators requiring such filing all shareholder reports, notices, proxy materials (or similar materials such as voting instruction solicitation materials), prospectuses and statements of additional information of the Portfolios. 5.2 At least annually, each Corporation or its designee shall provide the Company, free of charge, in portable document format (i.e., PDF) only (or other electronic means as agreed to by the Distributor and the Company) the current statutory prospectus and summary prospectus (if requested by Company) for the Shares of the Portfolios as the Company may reasonably request for distribution to existing Owners whose Variable Contracts are funded by such Shares. Each Corporation or its designee shall also provide the Company in PDF only the current prospectus for the Shares as the Company may reasonably request for distribution to prospective purchasers of Variable Contracts. If requested by the Company, each Corporation or its designee shall provide such documentation in PDF and such other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Variable Contracts and the prospectus for the Portfolio Shares and any other fund shares offered as investments for the Variable Contracts printed at the Company’s expense together in one document, provided however that the Company shall ensure that, except as expressly authorized in writing by the Corporations, no alterations, edits or changes whatsoever are made to prospectuses or other Portfolio documentation after such documentation has been furnished to the Company or its designee, and the Company shall assume liability for any and all alterations, errors or other changes that occur to such prospectuses or other Portfolio documentation after it has been furnished to the Company or its designee. 5.3 Each Portfolio, at the Portfolio’s expense, shall provide the Company with copies of the Portfolio’s proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholders in PDF in such quantity as the Company shall reasonably require for distributing to Owners. Alternatively and in lieu thereof, the Company may elect to print at its own expense any of the Portfolios’ proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholders. 5.4 Upon reasonable request, the Portfolios will provide the Company with at least one complete PDF 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 Portfolios after the filing of each such document with the SEC or other regulatory authority. Upon reasonable request, the Company will provide the Portfolios with at least one complete PDF 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 a Separate Account after the filing of each such document with the SEC or other regulatory authority.

Appears in 7 contracts

Samples: Fund Participation Agreement (Protective Variable Annuity Separate Account), Fund Participation Agreement (Protective Variable Annuity Separate Account), Fund Participation Agreement (Nassau Life Variable Universal Life Account)

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Registration Statements and Proxy Statements. 5.1 Each Corporation shall prepare and be responsible for filing with the SEC and any state regulators requiring such filing all shareholder reports, notices, proxy materials (or similar materials such as voting instruction solicitation materials), prospectuses and statements of additional information of the Portfolios. 5.2 At least annually, each Corporation or its designee shall provide the Company, free of charge, in portable document format (i.e., PDF) only (or other electronic means as agreed to by the Distributor and the Company) the current statutory prospectus, summary prospectus and summary prospectus (if requested by Company) statement of additional information for the Shares of the Portfolios as the Company may reasonably request for distribution to existing Owners whose Variable Contracts are funded by such Shares. Each Corporation or its designee shall also provide the Company in PDF only the current prospectus for the Shares as the Company may reasonably request for distribution to prospective purchasers of Variable Contracts. If requested by the Company, each Corporation or its designee shall provide such documentation in PDF and such other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Variable Contracts and the prospectus for the Portfolio Shares printed and any other fund shares offered as investments for the Variable Contracts printed mailed at the CompanyPortfolio’s expense together in one documentexpense, provided however that the Company shall ensure that, except as expressly authorized in writing by the Corporations, no alterations, edits or changes whatsoever whatsoever, other than removal of blank pages, are made to prospectuses or other Portfolio documentation after such documentation has been furnished to the Company or its designee, and the Company shall assume liability for any and all alterations, errors or other changes that occur to such prospectuses or other Portfolio documentation after it has been furnished to the Company or its designee. If the Company delivers prospectuses for the Portfolio Shares together with the prospectus for the Variable Contracts and prospectuses for any other fund shares offered as investments for the Variable Contracts, the Portfolio will only be responsible for its pro rata portion of the expense. 5.3 Each Portfolio, at the Portfolio’s expense, shall prepare, distribute, and tabulate proxy materials (or similar materials such as voting solicitation instructions) in connection with Contract owners and applicants for policies for which the Portfolio is serving or is to serve as an investment vehicle. The Company, upon request from the Portfolio or its designated vendor, will provide the Company subscription information (e.g. units, unit values and mailing addresses for investors) in connection with copies of the a Portfolio’s proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholders in PDF in such quantity as the Company shall reasonably require for distributing to Owners. Alternatively and in lieu thereof, the Company may elect to print at its own expense any of the Portfolios’ proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholdersproxy. 5.4 Upon reasonable request, the Portfolios will provide the Company with at least one complete PDF 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 Portfolios after the filing of each such document with the SEC or other regulatory authority. Upon reasonable request, the Portfolios will provide such documents in a format suitable for commercial production printing in a timely manner so as to enable the Company to print and distribute such materials within the time as may be required by law to be furnished to Contract owners. Upon reasonable request, the Company will provide the Portfolios with at least one complete PDF copy or link to SEC filings, at the Company’s discretion, 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 a Separate Account that may invest in a Portfolio after the filing of each such document with the SEC or other regulatory authority.

Appears in 2 contracts

Samples: Fund Participation Agreement (Pruco Life of New Jersey Variable Appreciable Account), Fund Participation Agreement (Pruco Life Variable Universal Account)

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Registration Statements and Proxy Statements. 5.1 Each Corporation shall prepare and be responsible for filing with the SEC and any state regulators requiring such filing all shareholder reports, notices, proxy materials (or similar materials such as voting instruction solicitation materials), prospectuses and statements of additional information of the Portfolios. 5.2 At least annually, each Corporation or its designee shall provide the Company, free of charge, in portable document format (i.e., PDF) only (or other electronic means as agreed to by the Distributor and the Company) the current statutory prospectus and summary prospectus (if requested by Company) for the Shares of the Portfolios as the Company may reasonably request for distribution to existing Owners whose Variable Contracts are funded by such Shares. Each Corporation or its designee shall also provide the Company in PDF only the current prospectus for the Shares as the Company may reasonably request for distribution to prospective purchasers of Variable Contracts. If requested by the Company, each Corporation or its designee shall provide such documentation in PDF and such other assistance as is reasonably necessary in order for the parties hereto once a year (or more frequently if the prospectus for the Shares is supplemented or amended) to have the prospectus for the Variable Contracts and the prospectus for the Portfolio Shares and any other fund shares offered as investments for the Variable Contracts printed at the Company’s expense together in one document, provided however that the Company shall ensure that, except as expressly authorized in writing by the Corporations, no alterations, edits or changes whatsoever are made to prospectuses or other Portfolio documentation after such documentation has been furnished to the Company or its designee, and the Company shall assume liability for any and all alterations, errors or other changes that occur to such prospectuses or other Portfolio documentation after it has been furnished to the Company or its designee. 5.3 Each Portfolio, at the Portfolio’s expense, shall provide the Company with copies of the Portfolio’s proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholders in PDF in such quantity as the Company shall reasonably require for distributing to Owners. Alternatively and in lieu thereof, the Company may elect to print at its own expense any of the Portfolios’ proxy statements, Portfolio reports to shareholders, and other Portfolio communications to shareholders. 5.4 Upon reasonable request, the Portfolios will provide the Company with at least one complete PDF copy of all prospectuses, statements of additional information, annual and semi-annual semiannual reports, proxy statements, and all amendments or supplements to any of the above that relate to the Portfolios after the filing of each such document with the SEC or other regulatory authority. Upon reasonable request, the Company will provide the Portfolios with at least one complete PDF copy of all prospectuses, statements of additional information, annual and semi-annual semiannual reports, proxy statements, and all amendments or supplements to any of the above that relate to a Separate Account after the filing of each such document with the SEC or other regulatory authority.

Appears in 1 contract

Samples: Fund Participation Agreement (Mutual of America Separate Account No 2)

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