Sale of Portfolio Shares. Without limiting the generality of anything contained elsewhere in this Agreement, the parties hereto acknowledge that actions described in this Article II of this Agreement, or described in any Schedule to this Agreement, as being actions or duties to be taken or executed by the Company with respect to the Contracts may, in fact, be performed by other service providers pursuant to written agreements with the Company.
(a) Each Fund and the Distributor shall make shares of the Portfolios available to the Accounts. The Company shall be the designee of each Fund for receipt of such orders and receipt by such designee shall constitute receipt by the Fund; provided that the Fund receives notice in accordance with the operational procedures set forth in Section 2.5 below.
2.2. Each Fund reserves the right to refuse any purchase order or to suspend or terminate the offering of shares of any Portfolio for any reason. All orders accepted by the Company shall be subject to the terms of the then current Prospectus of the applicable Fund. The Company shall use its best efforts, and shall reasonably cooperate with a Fund, to enforce stated Prospectus policies regarding transactions in Portfolio shares. The Company acknowledges that orders accepted by it in violation of a Fund’s stated policies may be subsequently revoked or canceled by the Fund and that the Fund shall not be responsible for any losses incurred by the Company, the Account or the Contract Owner as a result of such cancellation.
2.3. Each Fund will redeem for cash any full or fractional shares of any Portfolio when requested by the Company on behalf of an Account. The Company shall be the designee of each Fund for receipt of requests for redemption and receipt by such designee shall constitute receipt by the Fund, provided that the Fund receives notice of any such request for redemption in accordance with the operational procedures set forth in Section 2.5 below.
2.4. The Distributor and each Fund agree that shares of the Portfolios will be sold only to (a) insurance companies for use in conjunction with variable life insurance policies or variable annuities or (b) qualified pension and retirement plans (“Qualified Plans”). The parties hereto acknowledge that the arrangement contemplated by this Agreement is not exclusive; a Portfolio’s shares may be sold to other insurance companies and the cash value of the Contracts may be invested in other investment companies.
Sale of Portfolio Shares. 1.1 Each Corporation agrees to make shares of the Portfolios (“Shares”) available to the Separate Accounts of the Company for investment of purchase payments of Variable Contracts allocated to the designated Separate Accounts as provided in the Portfolios’ then current registration statement. The Company agrees to purchase and redeem the Shares of the Portfolios offered by the then current registration statement of the Portfolios in accordance with the provisions of such registration statement. The Company shall not permit any person other than a Variable Contract owner (“Owner”), or such Owner’s investment adviser, registered representative or attorney-in-fact to give instructions to the Company which would require the Company to redeem or exchange Shares of the Portfolios.
1.2 Each Corporation agrees to sell to the Company those Shares of the selected Portfolios of the Corporations which the Company orders, executing such orders on a daily basis at the NAV next computed after receipt by a Portfolio or its designee of the order for the Shares of the Portfolio. For purposes of this Section 1.2, the Company shall be the designee of the Portfolios for receipt of such orders from the designated Separate Account and receipt by such designee shall constitute receipt by the Portfolios; provided, to the extent not inconsistent with regulatory requirements, that the Company receives the order by the time as of which the Portfolio’s NAV is calculated in accordance with the Portfolio’s then-current registration statement. “Business Day” shall mean any day on which the New York Stock Exchange is open for trading and on which a Portfolio calculates its NAV pursuant to the rules of the SEC. Notwithstanding the foregoing, the directors of the Corporations may refuse to sell shares of any Portfolio to any person, or suspend or terminate the offering of shares of any Portfolio if such action is required by law or by regulatory authorities having jurisdiction or is, in the sole discretion of the directors of the Corporations acting in good faith and in light of their fiduciary duties under federal laws, necessary in the best interests of the shareholders of that Portfolio.
Sale of Portfolio Shares. Without limiting the generality of anything contained elsewhere in this Agreement, the parties hereto acknowledge that actions described in this Article II of this Agreement, or described in any Schedule to this Agreement, as being actions or duties to be taken or executed by the Company with respect to the Contracts may, in fact, be performed by other service providers pursuant to written agreements with the Company.
Sale of Portfolio Shares. 1.1. Subject to Article X hereof, the Fund agrees to make available to the Company for purchase on behalf of the Account, shares of the Portfolio, such purchases to be effected at net asset value in accordance with Section 1.3 of this Agreement. Notwithstanding the foregoing, the Board of Trustees of the Fund (the “Board”) may suspend or terminate the offering of shares of the Portfolio or class thereof upon written notice to the Company, if such action is required by law or by regulatory authorities having jurisdiction or if, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, suspension or termination is necessary and in the best interests of the shareholders of such Portfolio.
1.2. The Fund shall redeem, at the Company’s request, any full or fractional Portfolio shares held by the Company on behalf of the Account, such redemptions to be effected at net asset value in accordance with Section 1.3 of this Agreement. Notwithstanding the foregoing, the Fund may delay redemption of Fund shares of any Portfolio to the extent permitted by the 1940 Act, and any rules, regulations or orders thereunder.
Sale of Portfolio Shares. 1.1. Subject to Article X hereof, the Trust agrees to make available to the Company for purchase on behalf of the Account, shares of the Portfolios, such purchases to be effected at net asset value in accordance with Section 1.3 of this Agreement. Notwithstanding the foregoing, (i) the Portfolios (other than those listed on Schedule A) in existence now or that may be established in the future will be made available to the Company only as the Trust may so provide, and (ii) the Board of Trustees of the Trust (the “Board”) may suspend or terminate the offering of shares of any Portfolio or class thereof upon written notice to the Company, if such action is required by law or by regulatory authorities having jurisdiction or if, in the sole discretion of the Board acting in good faith and in light of its fiduciary duties under federal and any applicable state laws, suspension or termination is necessary and in the best interests of the shareholders of such Portfolio.
1.2. The Trust shall redeem, at the Company’s request, any full or fractional Portfolio shares held by the Company on behalf of the Account, such redemptions to be effected at net asset value in accordance with Section 1.3 of this Agreement. Notwithstanding the foregoing, the Trust may delay redemption of shares of any Portfolio to the extent permitted by the 1940 Act, and any rules, regulations or orders thereunder.
Sale of Portfolio Shares. 1.1 Each Corporation agrees to make shares of the Portfolios (“Shares”) available to the Separate Accounts of the Company for investment of purchase payments of Variable Contracts allocated to the designated Separate Accounts as provided in the Portfolios’ then current registration statement. The Company agrees to purchase and redeem the Shares of the Portfolios offered by the then current registration statement of the Portfolios in accordance with the provisions of such registration statement. The Company shall not permit any person other than a Variable Contract owner (“Owner”), or such Owner’s investment adviser, registered representative or attorney-in-fact to give instructions to the Company which would require the Company to redeem or exchange Shares of the Portfolios.
1.2 Each Corporation agrees to sell to the Company those Shares of the selected Portfolios of the Corporations which the Company orders, executing such orders on a daily basis at the NAV next computed after receipt by a Portfolio or its designee of the order for the Shares of the Portfolio. For purposes of this Section 1.2, the Company shall be the designee of the Portfolios for receipt of such orders from the designated Separate Account and receipt by such designee shall constitute receipt by the Portfolios; provided, to the extent not inconsistent with regulatory requirements, that the Company receives the order by the time as of which the Portfolio’s NAV is calculated in accordance with the Portfolio’s then-current registration statement. “
Sale of Portfolio Shares. The shares of each Portfolio are to be sold only on the following terms:
(a) All subscriptions, offers or sales shall be subject to acceptance or rejection by the Fund. Any offer or sale shall be conclusively presumed to have been accepted by the Fund if the Fund shall fail to notify LSI of the rejection of such offer or sale prior to the computation of the net asset value of the applicable Portfolio's shares next following receipt by the Fund of notice of such offer or sale.
(b) No share of a Portfolio shall be sold by LSI (i) for any amount less than the net asset value of such share, computed as provided in the Bylaws of the Fund, or (ii) for any consideration other than cash, or, pursuant to any exchange privilege provided for by such Portfolio's currently effective Prospectus or Statement of Additional Information, shares of any other investment company for which LSI acts as an underwriter. In addition, except as provided below or in the Portfolio's currently effective Prospectus or Statement of Additional Information, all Portfolio shares that are sold by LSI shall be sold at the applicable public offering price, as hereinafter defined, provided that, in the case of sales of such shares to or through bona fide dealers in securities, LSI may allow, or sell at, a discount from said public offering price to such dealers, which discount shall be no greater than the "sales load" hereinafter referred to.
(c) The public offering price of Portfolio shares shall be the current net asset value thereof (computed as provided in the Bylaws of the Fund) plus the applicable "sales load" or loading charge, if any, which shall be such percentage of the public offering price, computed to the nearest cent, as may be agreed upon by the Fund and LSI and specifically approved by the Board of Directors of the Fund, provided that no schedule of sales loads shall be effective until set forth in a Portfolio's prospectus meeting the requirements of the Securities Act of 1933. Said sales loads may be graduated on a scale based on the dollar amount of shares sold.
(d) The front-end sales charge, if any, for any Portfolio may, at the discretion of the Fund and LSI, be increased, reduced or eliminated as permitted by the Investment Company Act of 1940, and the rules and regulations thereunder, as they may be amended from time to time, or as set forth elsewhere in this Agreement, provided that, if necessary, such increase, reduction or elimination shall be set forth in the Prospect...
Sale of Portfolio Shares. Portfolio shares are to be sold only on the following terms:
(a) All subscriptions, offers or sales shall be subject to acceptance or rejection by the Corporation. Any offer or sale shall be conclusively presumed to have been accepted by the Corporation if the Corporation shall fail to notify Securities of the rejection of such offer or sale prior to the computation of the net asset value of the respective Portfolio's shares next following receipt by the Corporation of notice of such offer or sale.
(b) Portfolio shares shall not be sold by Securities for an amount less than the net asset value of such shares. No such shares shall be sold by Securities for any consideration other than cash or, pursuant to an exchange privilege provided for by the currently effective Prospectus of the respective Portfolio, shares of any other investment company for which Securities act as principal underwriter.
Sale of Portfolio Shares. (a) You agree to offer and sell Shares of the Portfolios to your customers ("Customers") only at the applicable public offering price (which is the net asset value per share plus the applicable sales load, if any) then in effect as described in the respective Portfolio's then currently effective prospectus, including any supplements or amendments thereto ("Prospectus"). You may establish and charge reasonable service fees to your Customers for processing exchange or redemption orders for Shares, provided you disclose the fees to your Customers and provided further that such fees do not constitute sales loads as defined in Section 2(a)(35) of the 0000 Xxx.
(b) You agree to provide reasonable sales support assistance in connection with the sale of those Shares for which a distribution plan has been adopted pursuant to Rule 12b-1 under the 1940 Act to your Customers, which assistance may include forwarding sales literature and advertising provided by us to your Customers and providing such other sales support assistance as may be requested by us from time to time. All support services rendered by you shall be performed in a professional, competent and timely manner.
(c) We will furnish you, upon request, with a reasonable quantity of copies of the Prospectuses, Statements of Additional Information, sales literature issued by us supplemental to the Prospectuses and Statements of Additional Information ("Sales Literature") and amendments and supplements thereto. You agree that if and when we supply you with copies of any supplements to any Prospectus, you will affix copies of such supplements to all such Prospectuses in your possession, that thereafter you will distribute such Prospectuses only with such supplements affixed, and that you will present purchase orders for Shares ("Purchase Orders") only from persons who have received Prospectuses with such supplements affixed. You agree not to use Sales Literature in connection with the solicitation of Purchase Orders for Shares unless accompanied or preceded by the relevant Prospectus.
(d) You agree not to hold Shares that may be subject to a contingent deferred sales charge in an account registered in your name or in the name of your nominee for the benefit of your Customers. You agree to hold such Shares in a separate account for each Customer who is a beneficial owner of Portfolio Shares.
(e) You agree to submit to us, for review and approval prior to use, any sales literature prepared by you regarding the Po...
Sale of Portfolio Shares
